Common use of Incremental Loans Clause in Contracts

Incremental Loans. (a) The Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments (the “New Commitments”) hereunder, in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.

Incremental Loans. (a) The Any Borrower may at any time or from time to time after the Third Restatement Effective Date, by written notice from the Company to the Administrative Agent elect to and the Lenders, request the establishment of (a) one or more new additional tranches of term loan loans or revolving commitments additional Loans of the same Class of Term Loans as an existing Class of Term Loans (the “New CommitmentsIncremental Term Loans”) hereunder, or (b) one or more increases in an aggregate the amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date Revolving Credit Commitments (eacha “Revolving Commitment Increase”), an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that that: (i) both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist on and at the time that any such Increased Amount Date before or Incremental Term Loan is made (and after giving effect thereto) no Event of Default shall exist; provided that to the extent the proceeds of any such Incremental Term Loan are to be used to finance an Acquisition permitted hereunder, then this clause (i) shall not be applicable so long as no Event of Default existed at the time the acquisition agreement relating to such Acquisition was entered into; (ii) immediately after giving effect to the borrowing of such New Commitments Incremental Term Loans or the establishment of such Revolving Commitment Increase (and to (x) assuming all Revolving Commitment Increases were fully drawn and (y) excluding the making cash proceeds of the Incremental Term Loans and/or Revolving Commitment Increases from cash for purposes of calculating the Secured Debt Ratio), the Company shall be in compliance with the covenant set forth in Section 7.09; (iii) each tranche of Incremental Term Loans and each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 and shall be in an increment of $1,000,000; (iv) [Reserved]; (v) any Tranche of New Incremental Term Loans pursuant thereto and after giving effect (1) shall not mature earlier than the Term B Loan Maturity Date or, solely with respect to any Permitted Acquisition or similar Investment consummated Incremental Term Loans that the Administrative Agent determines are being syndicated primarily to regulated banks in connection therewith the primary syndication thereof, shall not mature earlier than the Term A Loan Maturity Date, (provided2) shall not have a Weighted Average Life to Maturity that is shorter than the then remaining Weighted Average Life to Maturity of then existing Term B Loans or, howeversolely with respect to any Incremental Term Loans that the Administrative Agent determines are being syndicated primarily to regulated banks in the primary syndication thereof, shall not have a Weighted Average Life to Maturity that is shorter than the then remaining Weighted Average Life to Maturity of then existing Term A Loans and (3) shall have the interest rates, upfront fees and OID for any Series of Incremental Term Loans as agreed between the applicable Borrower and the Incremental Lenders providing the applicable Series of Incremental Term Loans; provided that, with respect to any Incremental Term Loans established within twelve months of the Amendment No. 1 Effective Date, if the proceeds Effective Yield of any New such Incremental Term Loans exceeds the Effective Yield on the Term B Loans by more than 50 basis points, the Applicable Margins for the Term B Loans shall automatically be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing increased on the applicable Increased Amount Date); (ii) date such Incremental Term Loans are established to the proceeds of any New Loans shall be used for general corporate purposes extent necessary to cause the Effective Yield of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing Term B Loans to be 50 basis points less than the Effective Yield of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New such Incremental Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; ; (vi) in no event shall the case Incremental Term Loans of any New Term Loans, the maturity date thereof shall not Series be earlier entitled to participate on a greater than pro rata basis with the Term B2 Maturity Date A Loans and the weighted average life Term B Loans then outstanding in any mandatory prepayment pursuant to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loansthis Agreement; and (vii) except to the extent contemplated above or as set forth in the case this Agreement, all other terms of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Incremental Term Loans shall not require any scheduled commitment reductions prior to either be substantially the Revolving Termination Date; (viii) same as the New Revolving Loans shall share ratably or less in any mandatory prepayments terms of the existing Revolving Loans; Term A Loans and the Term B Loans (ixincluding mandatory prepayment requirements) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility or shall be reasonably satisfactory to the Administrative Agent (except Agent. Each notice from the Company pursuant to this Section 2.01(c) shall set forth the extent permitted by clauses (vi) requested amount and (vii) above and proposed terms of the last sentence of this paragraph); (x) such New relevant Incremental Term Loans or New Commitments Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (but no existing Lender will have any obligation to make a portion of any Incremental Term Loan or any portion of any Revolving Commitment Increase and no Borrower shall be effected pursuant have any obligation to one offer any Series of Incremental Term Loans or more Joinder Agreements executed and delivered any Revolving Commitment Increase to existing Lenders) or by the Borrowerany other bank or other financial institution (any such existing Lender or other bank or other financial institution being called an “Incremental Lender”), provided that the Administrative Agent and one the Issuing Lender, as applicable, shall have consented (not to be unreasonably withheld, conditioned or more New Lenders; (xidelayed) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and Incremental Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases to the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with extent any such transactionconsent would be required under Section 10.04(b) for an assignment of Loans or Revolving Credit Commitments, including any supplements or amendments as applicable, to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Incremental Lender. Incremental Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans and Revolving Commitment Increases shall be adjusted so that the All-In Yield relating established pursuant to such New Term Loans does not exceed the All-In Yield applicable an amendment (an “Incremental Amendment”) to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustmentthis Agreement and, as appropriate, the “MFN Adjustment”) and (y) other Loan Documents, executed by the All-In Yield applicable to the existing Term B1 Loans shall Company, any Subsidiary Borrower that will be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) a Borrower in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Incremental Term Loans, Revolving Loans or Revolving Commitments, as applicableeach Incremental Lender and the Administrative Agent. Each Joinder Agreement The Incremental Amendment may, without the consent of any other Lendersparty, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, Agent to effect the provisions of this Section 2.252.01(c). In connection with any Incremental Amendment, the Obligors shall deliver such customary opinions and instruments as may be reasonably requested by the Administrative Agent for purposes of ensuring the enforceability of the Loan Documents after giving effect to such Incremental Amendment. Any Incremental Term Loans established pursuant to any Incremental Amendment shall constitute a separate “Series” of Incremental Term Loans hereunder. Upon each increase in the Revolving Credit Commitments pursuant to this Section 2.01, (a) each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each, a “Revolving Commitment Increase Lender”), and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, each Revolving Commitment Increase Lender shall purchase at par such portions of each other Revolving Credit Lender’s Revolving Credit Loans as the Administrative Agent may specify so that the Revolving Credit Loans are held by each Revolving Credit Lender (including each Revolving Commitment Increase Lender) on a pro rata basis in accordance with their respective Applicable Percentages.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (a) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to (i) increase the outstanding principal amount of the outstanding Term Loans or (ii) establish one or more additional term loan tranches (any such increase or additional term loan, an “Incremental Term Loan”); or (b) one or more increases in the Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loans, the “Incremental Loans”); provided that (i) the total aggregate principal amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed the Maximum Incremental Facilities AmountCap and (ii) the total aggregate principal amount for each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $5,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be reasonably acceptable a date not less than twenty (20) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower shall invite existing Lenders and may invite any Affiliate of any Lender and/or any Approved Fund, and/or any other Person approved by the Administrative AgentAgent (such approval not to be unreasonably withheld, conditioned or delayed), to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided that both the Swingline Loan Lender and the Issuing Lender shall each approve each Incremental Lender providing any portion of an Incremental Revolving Credit Commitment (such approval not to be unreasonably withheld, conditioned or delayed). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments No Loan or Commitment of any Lender shall be increased without the consent of such Lender, and none of the Lead Arrangers and/or their Affiliates shall have any obligation to arrange any Incremental Loans without its prior written agreement. Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (i) no Potential Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; provided that in connection with a requested borrowing of any Incremental Term Loan for the express purposes of funding, in whole or in part, the purchase price of a Permitted Acquisition that is a Limited Condition Transaction, the condition of this clause (i) shall be (x) no Potential Default or Event of Default exists or would exist at the time a binding purchase agreement for such transaction is entered into by the applicable Loan Party and (y) the absence of a Specified Event of Default at the time of and after giving effect to the consummation of such Limited Condition Transaction; (ii) the Administrative Agent and the Lenders shall have received from the Borrower a Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants specified in Sections 9.12 and 9.13, in each case based on the financial statements most recently delivered pursuant to Section 8.11(a) or 8.11(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of any Incremental Loans pursuant thereto (with any Incremental Loan Commitment being deemed to be fully drawn) and (z) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if iii) each of the proceeds of any New Loans representations and warranties contained in Article 6 shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event reference to Material Adverse Change, in which case, such representation and warranty shall be true, correct and complete in all respects, on such Increased Amount Date (regardless of Default existing whether the Incremental Loan Commitments, as applicable, are actually drawn on the applicable Increased Amount Date) with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); provided that in connection with a requested borrowing of any Incremental Term Loan for the sole express purpose of financing in whole or in part the purchase price for a Limited Condition Transaction, (i) such representations and warranties shall be true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Change, in which case, such representation and warranty shall be true, correct and complete in all respects) on and as of the date of effectiveness of the definitive purchase agreement for such Limited Condition Transaction and (ii) the representations and warranties required to be correct and accurate at the time of the closing of such Limited Condition Transaction and funding of any applicable Incremental Term Loan will be limited to the Specified Representations; (iv) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other IndebtednessAcquisitions); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; ; (v) any proposed Incremental Lender shall join this Agreement as a Lender pursuant to a Lender Joinder Agreement; (vi) each Incremental Loan Commitment (and the New Incremental Loans that are term loans (“New Term Loans”made thereunder) shall share ratably or less in any mandatory prepayments constitute Obligations of the existing Term Loans; Borrower and shall be secured and guaranteed with the other Obligations on a pari passu basis; (vi1) in the case of any New each Incremental Term LoansLoan: (I) such Incremental Term Loan will mature and amortize in a manner reasonably acceptable to the Administrative Agent, the maturity date thereof shall not be earlier than the Incremental Lenders making such Incremental Term B2 Maturity Date Loan and the Borrower, but will not in any event have a shorter weighted average life to maturity shall be equal to or greater than the remaining weighted average life to maturity (as reasonably determined by the Administrative Agent) of the initial Term B2 Loans or a maturity date earlier than the Term Loan Maturity Date; (II) the Applicable Margin and pricing grid, if applicable, for such Incremental Term Loan shall be determined by the Administrative Agent, the applicable Incremental Lenders and the Borrower on the applicable Increased Amount Date; (III) any Incremental Lender making any Incremental Term Loan shall be entitled to the same voting rights as the existing Lenders under the Term Loan Facility and (unless otherwise agreed by the applicable Incremental Lenders; provided that no such agreement shall allow the Incremental Term Loans to be prepaid prior to the initial Term Loans) each Incremental Term Loan shall receive proceeds of prepayments on the same basis as the initial Term Loans (such prepayments to be shared pro rata on the basis of the original aggregate funded amount thereof); and (viiIV) except as provided above, all other terms and conditions applicable to such Incremental Term Loan shall, except to the extent otherwise provided in this Section 5.17, be identical to the terms and conditions applicable to the initial Term Loans; (2) in the case of any New Loans that are revolving loans or commitments each Incremental Revolving Credit Increase: (“New I) such Incremental Revolving Loans”) the maturity date or commitment termination date thereof Credit Increase shall not be earlier than part of the Revolving Termination Date Credit Facility, shall mature on the Expiration Date, shall bear interest and such New Revolving Loans shall not require any scheduled commitment reductions prior be entitled to fees, in each case at the rate applicable to the Revolving Termination DateCredit Facility, and shall otherwise be subject to the same terms and conditions as the Revolving Credit Facility (other than with respect to the payment of any upfront and/or arrangement fees in connection with the establishment thereof); (II) any Incremental Lender making any Incremental Revolving Credit Increase shall be entitled to the same voting rights as the existing Lenders under the Revolving Credit Facility and (unless otherwise agreed by the applicable Incremental Lenders; (viii) provided that no such agreement shall allow the New Revolving Loans shall share ratably or less in any mandatory prepayments Credit Commitments with respect to the Incremental Revolving Credit Increase to be terminated prior to termination of the existing Revolving LoansCredit Commitments) each Revolving Credit Loan funded by an Incremental Revolving Credit Increase shall receive proceeds of prepayments on the same basis as the existing Revolving Credit Loans (such prepayments to be shared pro rata on the basis of the original aggregate funded amount thereof); and (ixIII) all terms the outstanding Revolving Credit Loans and documentation with respect to any New Ratable Shares of Swingline Loans which differ from those with respect to the Loans under the applicable Facility shall and Letter of Credit Obligations will be reasonably satisfactory to reallocated by the Administrative Agent (except on the applicable Increased Amount Date among the Lenders to the extent permitted by clauses Revolving Credit Facility (viincluding the Incremental Lenders providing such Incremental Revolving Credit Increase) and in accordance with their revised Ratable Shares (vii) above and the last sentence of this paragraphLenders to the Revolving Credit Facility (including the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required); . (x3) such New Loans or New Incremental Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.255.17, without the consent of any other Lenders; and (4) the Borrower shall deliver or cause to be delivered any customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Loan Party authorizing such Incremental Loans and/or Incremental Loan Commitments) reasonably requested by Administrative Agent in connection with any such transaction. (c) The Incremental Lenders shall be included in any determination of the Required Lenders and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (d) On any Increased Amount Date on which any Incremental Term Loan Commitment becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Term Loan Commitment shall make, or be obligated to make, an Incremental Term Loan to the Borrower in an amount equal to its Incremental Term Loan Commitment and shall become a Lender hereunder with respect to such Incremental Term Loan Commitment and the Incremental Term Loan made pursuant thereto. (e) On any Increased Amount Date on which any Incremental Revolving Credit Increase becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Revolving Credit Commitment shall become a Lender under the Revolving Credit Facility hereunder with respect to such Incremental Revolving Credit Commitment.

Incremental Loans. (a) The Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments (the “New Loan Commitments”) hereunder, in an aggregate amount for all such New Loan Commitments not in excess of $400,000,000 plus the Maximum Incremental Facilities Amountamount that could be incurred while at the same time remaining in compliance with the Senior Incurrence Test. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Loan Commitments shall be effective, which date shall be reasonably acceptable a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Loan Commitments may elect or decline, in its sole discretion, to provide such New CommitmentsLoan Commitment; provided that, at the request of the Borrower, the Joint Lead Arrangers (in consultation with the Borrower), will use their commercially reasonable efforts to obtain financial institutions (reasonably satisfactory to the Borrower) to provide a commitment to the extent necessary to satisfy the Borrower’s request for New Loans subject to prevailing market conditions and payment of customary fees. Such New Loan Commitments shall become effective as of such Increased Amount Date; provided that (i1) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Loan Commitments and to the making of any Tranche tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date)accordance therewith; (ii2) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other IndebtednessAcquisitions); (iii3) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v4) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi5) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of the Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.;

Incremental Loans. (a) The Borrower may At any time, the Borrowers may, by written notice to ----------------- the Administrative Agent elect (which shall promptly deliver a copy to each of the Lenders), request the establishment addition of a new tranche of term loans (the "Incremental ----------- Loans"). The Incremental Loans (i) shall be in an aggregate principal amount ----- not in excess of $500,000,000 or a greater amount approved by the relevant Supermajority Lenders, (ii) shall be Term Loans for all purposes hereunder (including for purposes of sharing of Collateral, Guarantees and prepayments) and (iii) shall have such pricing and other terms as may be agreed by the Borrowers and the Lenders providing such Incremental Loans. The Borrowers shall have the right to arrange for one or Credit Agreement ---------------- -48- more new term loan banks or revolving other financial institutions (any such bank or other financial institution being called an "Additional Lender") to extend commitments (the “New Commitments”) hereunder, to ----------------- provide Incremental Loans in an aggregate amount for all such New Commitments not in excess of equal to the Maximum Incremental Facilities Amount. Each such notice shall specify the date (eachamount, an “Increased Amount Date”) on if any, by which the Borrower proposes that commitments by the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, Lenders to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; Incremental Loans are less than the amount thereof requested by the Borrowers, provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no each -------- Additional Lender shall be obligated subject to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments approval of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date Borrowers and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except which approval shall not be unreasonably withheld). Commitments in respect of Incremental Loans shall become Commitments under this Agreement pursuant to an amendment to this Agreement executed by each of the Borrowers, each Lender agreeing to provide such Commitment, each Additional Lender, if any, and the Administrative Agent, and such amendments to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, other Loan Documents as the Administrative Agent and one or more New Lenders; (xi) with respect shall reasonably deem appropriate to any Mortgages that exist at the time effect such purpose. The effectiveness of such New Loans, modifications to such Mortgages may amendment shall be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments subject to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred satisfaction on or prior to the date that is 18 months after the Closing Datethereof and, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustmentdifferent, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New the Incremental Loans are made shall be designated as a separate tranche (a “Tranche”) made, of Term Loans or Revolving Loans, as applicable, for all purposes each of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be conditions set forth in the applicable Joinder Agreement. paragraphs (a) and (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitmentof Section 4.02. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.

Incremental Loans. (a) The At any time during the first four year period following the Fifth Amendment Closing Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan increases in the Revolving Commitments (any such increase, an “Incremental Revolving Credit Commitment”) to make additional revolving credit loans (any such increase, an “Incremental Revolving Credit Increase” or revolving commitments (the “New CommitmentsIncremental Loans”); provided that (i) hereunder, in an the total aggregate principal amount for all such New Incremental Revolving Credit Commitments shall not in excess (as of any date of incurrence thereof) exceed $50,000,000 and (ii) the Maximum total aggregate amount for each Incremental Facilities AmountRevolving Credit Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Revolving Credit Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Revolving Credit Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Revolving Credit Commitment. Such New Commitments Any Incremental Revolving Credit Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Revolving Credit Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (B) the Administrative Agent shall have received from the Borrower a Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants set forth in Section 7.14 based on the financial statements most recently delivered pursuant to Section 6.01 both before and after giving effect (on a pro forma basis) to (1) any Incremental Revolving Credit Commitment, (2) the making of any Incremental Loans pursuant thereto (with any Incremental Revolving Credit Commitment being deemed to be fully funded) and (3) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if C) each of the proceeds of any New Loans representations and warranties contained in Article V shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case, such representation and warranty shall be true, correct and complete in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiD) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions Acquisitions); (E) each Incremental Revolving Credit Commitment (and Investments permitted under Section 7.7 the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; secured and guaranteed with the other Obligations on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (viF) in the case of any New Term Loans, each Incremental Revolving Credit Increase (the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity terms of which shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) set forth in the case of any New Loans that are revolving loans or commitments relevant Lender Joinder Agreement): (“New 1) such Incremental Revolving Loans”) the maturity date or commitment termination date thereof Credit Increase shall not be earlier than mature on the Revolving Termination Date Maturity Date, shall bear interest and such New Revolving Loans shall not require any scheduled commitment reductions prior be entitled to fees, in each case at the rate applicable to the Revolving Termination Date; Loans, and shall be subject to the same terms and conditions as the Revolving Loans; (viii2) the New outstanding Revolving Loans shall share ratably or less in any mandatory prepayments and Revolving Pro Rata Shares of the existing Revolving Loans; (ix) all terms Swing Line Loans and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall L/C Obligations will be reasonably satisfactory to reallocated by the Administrative Agent on the applicable Increased Amount Date among the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) in accordance with their revised Revolving Pro Rata Shares (and the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 3.05 in connection with such reallocation as if such reallocation were a repayment); and (3) except as provided above, all of the other terms and conditions applicable to such Incremental Revolving Credit Increase shall, except to the extent permitted by clauses otherwise provided in this Section 2.15, be identical to the terms and conditions applicable to the Revolving Loans; (viG) any Incremental Lender with an Incremental Revolving Credit Increase shall be entitled to the same voting rights as the existing Lenders under the Revolving Loans and any Credit Extensions made in connection with each Incremental Revolving Credit Increase shall receive proceeds of prepayments on the same basis as the other Revolving Loans made hereunder; (vii) above and the last sentence of this paragraph); (xH) such New Loans or New Incremental Revolving Credit Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.15); and (I) the Borrower shall deliver or cause to be delivered any customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Loan Party authorizing such Incremental Revolving Credit Commitment) reasonably requested by the Administrative Agent in connection with any such transaction.

Incremental Loans. (a) The Borrower At any time, the Company may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment which may be part of an existing tranche, an “Incremental Term Loan Commitment”) to make an incremental term loan (any such incremental term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Commitments, an “Incremental Revolving Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make incremental Revolving Loans (any such increase, in an “Incremental Revolving Commitment Increase” and, together with the Incremental Term Loan, the “Incremental Loans”); provided that the total aggregate amount for all such New Incremental Loan Commitments shall not in excess exceed U.S.$750,000,000 (of the Maximum which no more than U.S.$250,000,000 may be an Incremental Facilities AmountRevolving Commitment). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower Company proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Company may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (B) the representations and warranties made by the Credit Parties herein or in any other Credit Document or which are contained in any certificate furnished at any time under or in connection herewith or therewith shall be true and correct in all material respects (except to the extent that any such representation or warranty is qualified by materiality, in which case such representation and warranty shall be true and correct) on and as of the date of such Increased Amount Date as if made on and as of such date (except for those which expressly relate to an earlier date); (C) the Administrative Agent and the Lenders shall have received from the Company an Officer’s Compliance Certificate demonstrating that (i) the Company will be in compliance on a pro forma basis with the financial covenants set forth in Section 6.1 both before and after giving effect to (1) any Incremental Loan Commitment (assuming the full drawing of any Incremental Revolving Commitment), (2) the making of any Incremental Loans pursuant thereto and (3) any Permitted Acquisition or similar Investment consummated in connection therewith and (providedii) the Senior Secured Leverage Ratio is less than 2.75:1.00, however, that, or if the proceeds Company has achieved Investment Grade Status, the Leverage Ratio is less than 2.75:1.00, in each case both before and after giving effect to (1) any Incremental Loan Commitment (assuming the full drawing of any New Incremental Revolving Commitment), (2) the making of any Incremental Loans shall be used for a pursuant thereto and (3) any Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Acquisition consummated in connection therewith; (iiD) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower Company and its Subsidiaries (including, without limitation, including Permitted Acquisitions Acquisitions); (E) each Incremental Loan Commitment (and Investments permitted under Section 7.7 the Incremental Loans made thereunder) shall constitute obligations of the Company and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (vF) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Incremental Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points Loan (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. Borrower may, from time to time, on up to four (a4) The Borrower may occasions during the period from the Effective Date to the date that is thirty (30) months after the Effective Date (such period, the “Incremental Loan Option Period”), by written notice to the Administrative Agent Agent, elect to request increase the establishment of Revolving Commitments or enter into one or more new tranches of incremental term loan or revolving commitments loans (the each an “New CommitmentsIncremental Term Loan”) hereunder), in an each case in minimum increments of $25,000,000 (or such other amount as may be acceptable to Issuing Bank, Administrative Agent and Borrower), so long as, after giving effect thereto, the aggregate amount for of such increases and all such New Commitments Incremental Term Loans does not in excess exceed $750,000,000. Any such election must be made by the Borrower no later than the date that is thirty (30) days prior to the last day of the Maximum Incremental Facilities AmountLoan Option Period. Each Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of Borrower, to arrange a syndicate of Lenders willing to increase their existing Revolving Commitments, or to participate in such notice shall specify Incremental Term Loans, or extend Revolving Commitments, as the date case may be (eacheach existing Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increased Amount DateIncreasing Lender” and each new bank, financial institution or other entity, an “Augmenting Lender”). Each Increasing Lender and each Augmenting Lender increasing or extending a Revolving Commitment shall be acceptable to Issuing Bank and Swingline Lender. No consent of any Lender (other than the Lenders participating in the increase or any Incremental Term Loan) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this Section 2.15. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.15 shall become effective on which the Borrower proposes that date agreed by Borrower, Administrative Agent and the New relevant Increasing Lenders or Augmenting Lenders, and Administrative Agent shall notify each Lender thereof. Such Incremental Term Loans and increases in the Revolving Commitments shall be effectiveevidenced by the execution and delivery Borrower, which date shall be reasonably Administrative Agent and Increasing Lender or Augmenting Lender (and, in the case of any increase or extension of a Revolving Commitment, Issuing Bank and Swingline Lender), as the case may be, of documentation acceptable to the Administrative Agent; provided that any Lender offered . Notwithstanding the foregoing, no increase in the Revolving Commitments (or approached to provide all or a portion in the Revolving Commitment of any New Commitments may elect Lender) or decline, in its sole discretion, to provide such New Commitments. Such New Commitments tranche of Incremental Term Loans shall become effective as of such Increased Amount Date; provided that under this Section 2.15 unless, (i) no Default or Event on the date of Default such effectiveness, (x) Administrative Agent shall exist have received such customary certificates, documents and opinion letters as it may reasonably request (it being understood and agreed that the forms of certificates, documents and opinion letters delivered pursuant to Section 5.01(a)(ii) through (vi) shall be acceptable), (y)(A) the conditions set forth in Section 5.02(a) and (b) shall be satisfied and (B) after giving effect to the increase in the Revolving Commitments and the Incremental Term Loans to be made on such Increased Amount Date before date, the Total Outstandings shall not exceed the Borrowing Base, and (z) Borrower shall be in pro forma compliance with the covenants set forth in Section 8.14 after giving effect to any Loans to be made on such date and the application of the proceeds therefrom as if made and applied on such date, and, Administrative Agent shall have received a certificate certifying as to the satisfaction of each of clauses (x), (y) and (z) dated such date (including calculations in reasonable detail showing pro forma compliance with the covenants in Section 8.14) and executed by a Responsible Officer of Borrower, which certificate can be incorporated into and constitute a part of an Incremental Amendment executed by Borrower pursuant to this Section 2.15. No Incremental Term Loans shall be made under this Section 2.15 unless, as of the date of such proposed Incremental Term Loan, all of the Term Loan Commitments in effect prior to such date shall have been fully drawn or terminated (whether upon the expiration of the Availability Period or otherwise in accordance herewith or under any other Loan Document). On the effective date of any increase in the Revolving Commitments or any Incremental Term Loans being made, (i) each relevant Increasing Lender and Augmenting Lender shall make available to Administrative Agent such amounts in immediately available funds as Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such New Commitments increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the making outstanding Revolving Loans of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, all the Lenders providing to equal its Revolving Commitment Percentage of such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); outstanding Revolving Loans, and (ii) except in the proceeds case of any New Loans Incremental Term Loans, Borrower shall be used for general corporate purposes deemed to have repaid and reborrowed all outstanding Revolving Loans as of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing date of Permitted Other Indebtedness); (iii) the New Loans shall share ratably any increase in the Collateral; Revolving Commitments (ivwith such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by Borrower, in accordance with the requirements of Section 2.01(a)). The deemed payments made pursuant to clause (ii) no Lender of the immediately preceding sentence shall be obligated accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurodollar Loan, shall be subject to provide indemnification by Borrower pursuant to the provisions of Section 3.05 if the deemed payment occurs other than on the last day of the related Interest Periods. Revolving Loans made pursuant to any portion increased Revolving Commitment and the Incremental Term Loans (a) shall rank pari passu in right of any New Commitment; (v) payment with the New Revolving Loans that are term loans (“New and the initial Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; , (vib) in the case of any New Incremental Term Loans, the maturity date thereof (x) shall not be mature earlier than the Term B2 Loan Maturity Date (but may have amortization prior to such date) and (y) shall have the weighted average life to maturity shall be equal to or greater no shorter than the weighted average life to maturity of the initial Term B2 Loans, and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans, as applicable; provided that (viii) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Term Loan Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Term Loan Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Increases in Revolving Commitments and Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by Borrower, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, Administrative Agent, and, in the case of any New Loans that are revolving loans or commitments (“New increases in Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date Commitment, Issuing Bank and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the CollateralSwingline Lender. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement Incremental Amendment may, without the consent of any other LendersLenders (except as expressly required pursuant to Section 11.01), effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.252.15. Nothing contained in this Section 2.15 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Incremental Loans. (a) The Borrower may by written notice Each Lender hereby agrees to provide a Commitment to the Administrative Agent elect Borrower to request make Revolving Loans from and after the establishment of one or more new term loan or revolving commitments (the “New Commitments”) hereunder, Incremental Amendment Effective Date in U.S. Dollars in an aggregate principal amount for all equal to the amount set forth opposite such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date Lender’s name on Schedule I attached hereto (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effectiveIncremental Commitment” and, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisitioncollectively, the Lenders providing such New Loans may waive any such Default or Event of Default existing ” Incremental Commitments”), on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower terms set forth herein and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; Credit Agreement (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loansas amended hereby), the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise conditions set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New herein. The Incremental Commitments shall be deemed to be Term Loans, Revolving Loans or “Commitments” as defined in the Credit Agreement (as amended hereby) for all purposes of the Loan Documents having terms and provisions identical to those applicable to the Commitments outstanding immediately prior to the Incremental Amendment Effective Date (the “Existing Revolving Commitments”). (b) Each Lender (i) confirms that a copy of the Credit Agreement and the other applicable Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as applicable. Each Joinder Agreement mayit has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and make an Incremental Commitment, have been made available to such Lender; (ii) agrees that it will, independently and without reliance upon the consent of Administrative Agent or any other LendersLender or agent and based on such documents and information as it shall deem appropriate at the time, effect continue to make its own credit decisions in taking or not taking action under the Credit Agreement or the other applicable Loan Documents, including this Amendment; and (iii) appoints and authorizes the Administrative Agent to take such amendments action as agent on its behalf and to this exercise such powers under the Credit Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of are delegated to the Administrative AgentAgent by the terms thereof, to effect the provisions of this Section 2.25together with such powers as are reasonably incidental thereto.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more additional term loans (any such additional term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loans, the “Incremental Loans ”); provided that (1) after giving effect to any such Incremental Loans, the aggregate Revolving Commitments plus the aggregate principal amount of all Initial Term Loans and Incremental Term Loans outstanding as of such date shall not (as of any date of incurrence thereof) exceed $250,000,000 and (1) the total aggregate amount for all such New Commitments each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall not in excess be less than a minimum principal amount of $10,000,000 or, if less, the Maximum Incremental Facilities Amountremaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to (3) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if B) the proceeds of any New Loans shall be used for a Permitted Acquisition, Administrative Agent and the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of have received from the Borrower an Officer’s Compliance Certificate demonstrating, in form and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be substance reasonably satisfactory to the Administrative Agent (except to Agent, that the extent permitted by clauses (vi) and (vii) above and Borrower is in compliance with the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected financial covenants set forth in Section 9.14 based on the financial statements most recently delivered pursuant to one Section 8.1(a) or more Joinder Agreements executed 8.1(b), as applicable, both before and delivered by the Borrower, the Administrative Agent and one or more New Lenders; after giving effect (xion a Pro Forma Basis) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Incremental Loan Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.,

Incremental Loans. (a) The At any time after the 2015 Restatement Effective Date prior to the Latest Maturity Date, the Borrower may may, by written notice to the Administrative Agent elect (which shall promptly deliver a copy to each of the Lenders), request the establishment addition to this Agreement of (i) an incremental revolving credit facility, (ii) Incremental Securitization Refinancing Facilities (as defined below) in the form of a new tranche of term loans or an incremental revolving credit facility, or (iii) one or more new tranches of term loan loans constituting Refinancing Indebtedness in respect of Existing Additional Senior Debt or revolving commitments Permitted First Priority Debt (an “Incremental Senior Debt Refinancing Facility”), or any combination thereof (the “New CommitmentsIncremental Facilities”) hereunder, in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent); provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, thatthat both (x) at the time of any such request and (y) upon the effectiveness of any such Incremental Facility, no Default shall exist and the Borrower shall, if the proceeds of any New Loans shall a Financial Covenant Effectiveness Period is then occurring, be used for a Permitted Acquisitionin compliance with Section 6.12 (calculated, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; case of clause (ivy), on a pro forma basis to give effect to (1) no Lender shall be obligated to provide any portion borrowing under the Incremental Facility, (2) any substantially simultaneous repayments of any New Commitment; Revolving Loans, Other Revolving Loans or Existing Additional Senior Debt, and (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi3) in the case of any New Incremental Securitization Refinancing Facility, any substantially simultaneous repayments or repurchases of Third Party Interests or Indebtedness incurred under Section 6.01(a)(xvi)(A) (and the related repurchases of Securitization Assets and cessation of future purchases of Securitization Assets)) and provided, further, that no Split-Priority Term Loan Debt may be incurred as an Incremental Facility hereunder. The Incremental Facilities shall (i) be in an aggregate principal amount (excluding the aggregate principal amount of Incremental Securitization Refinancing Facilities) not in excess of $300,000,000, (ii) rank pari passu in right of payment and of security with the other Loans, (iii) if such Incremental Facility is a term loan facility, amortize in a manner, and be subject to mandatory prepayments (if any) on terms, acceptable to the maturity date thereof shall not be Agents, and mature no earlier than the latest maturity date of any outstanding Term B2 Maturity Date Loans (if any), (iv) bear interest at the market interest rate, as determined at the time such Incremental Facility becomes effective, (v) have such other pricing as may be agreed by the Borrower and the weighted average life to maturity shall Administrative Agent and (vi) otherwise be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) treated hereunder no more favorably than, in the case of revolving facilities, the Revolving Loans and Revolving Commitments, and in the case of term loans, the outstanding Term Loans (if any); provided, that the terms and provisions applicable to any New Loans Incremental Facility may provide for additional or different financial or other covenants applicable only during periods after the Latest Maturity Date that are revolving loans or commitments is in effect on the date of effectiveness of such Incremental Facility. At no time shall the sum of (“New Revolving Loans”i) the maturity date or commitment termination date thereof shall not be earlier than aggregate amount of loans outstanding under the Revolving Termination Date and Incremental Facilities at such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; time, (viiiii) the New total Revolving Exposure at such time, (iii) the outstanding Term Loans shall share ratably or less at such time, (iv) the Other Revolving Exposures at such time and (v) the Additional Senior Debt at such time exceed the Borrowing Base Amount in any mandatory prepayments effect at such time, and the proceeds of the existing Revolving Loans; (ix) all terms Incremental Facilities shall be used solely for the purposes set forth in Section 5.10 and documentation with respect to the preamble, provided that the proceeds of Incremental Securitization Refinancing Facilities shall be used solely for the purposes specified in the penultimate sentence of this Section 2.21 and the proceeds of any New Loans which differ from those with respect to the Loans under the applicable Incremental Senior Debt Refinancing Facility shall be reasonably satisfactory used solely to repay Existing Additional Senior Debt or Permitted First Priority Debt and interest and other amounts relating thereto that can be financed with Refinancing Indebtedness relating to such Existing Additional Senior Debt or Permitted First Priority Debt, as the case may be. Such notice shall set forth the requested amount and class of Incremental Facilities, and shall offer each Lender the opportunity to offer a commitment (the “Incremental Commitment”) to provide a portion of the Incremental Facility by giving written notice of such offered commitment to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence Borrower within a time period (the “Offer Period”) to be specified in the Borrower’s notice; provided, however, that no existing Lender will be obligated to subscribe for any portion of this paragraph); (x) such New Loans or New Commitments commitments. In the event that, at the expiration of the Offer Period, Lenders shall be effected pursuant to one or more Joinder Agreements executed and delivered have provided commitments in an aggregate amount less than the total amount of the Incremental Facility initially requested by the Borrower, the Administrative Agent and Borrower may request that Incremental Facility commitments be made in a lesser amount equal to such commitments and/or shall have the right to arrange for one or more New Lenders; (xi) with respect Additional Lenders to any Mortgages that exist at extend commitments to provide a portion of the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent Incremental Facility in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an aggregate amount equal to the MFN Adjustmentunsubscribed amount of the initial request; (xiv) there provided that the Additional Lenders shall be no borrower (other than offered the Borrower) and no guarantors (other than opportunity to provide the Guarantors) Incremental Facility only on terms previously offered to the existing Lenders pursuant to the immediately preceding sentence. Commitments in respect of Incremental Facilities will become Commitments under this Agreement pursuant to an amendment to this Agreement (such New Loans; and (xvan amendment, an “Incremental Facility Amendment”) the New Loans shall not be secured executed by any asset each of the Borrower and its subsidiaries other than each Subsidiary Loan Party, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the CollateralAdministrative Agent. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those The effectiveness of any Incremental Facility Amendment shall be subject to the Term Loans or Revolving Loans, as applicable, outstanding satisfaction on the date thereof of each of the conditions set forth in Section 4.02 of this Agreement as in effect on which the 2015 Restatement Effective Date, such New Incremental Facility being permitted under each indenture or other agreement governing any Material Indebtedness and such other conditions as are specified in the applicable Incremental Facility Amendment. For purposes of this Section 2.21, “Incremental Securitization Refinancing Facility” means any Incremental Facility to the extent that the proceeds of the Loans incurred thereunder are used by the Borrower or a Subsidiary Guarantor on the date such Loans are made shall be designated as to repay or repurchase Third Party Interests or Indebtedness incurred pursuant to Section 6.01(a)(xvi)(A) (or repurchase Securitization Assets that have been sold, conveyed or otherwise transferred pursuant to any Securitization), provided that, upon such repayment or repurchase, (x) no Third Party Interests or Indebtedness incurred pursuant to Section 6.01(a)(xvi)(A) remains outstanding, (y) all commitments of the Borrower and the Subsidiaries to sell, convey or otherwise transfer Securitization Assets pursuant to any Securitization are terminated and (z) all Securitization Assets that remain outstanding and were previously sold, conveyed or otherwise transferred pursuant to any Securitization are repurchased by the Borrower or a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise providesSubsidiary Guarantor. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments Securitization Refinancing Indebtedness shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreementnot constitute an Incremental Facility. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.

Incremental Loans. (a) The Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments loans (the “New Term Loan Commitments”) or the increase of the Dollar Revolving Commitments hereunder, in an aggregate amount for all such New Term Loan Commitments and increases of the Dollar Revolving Commitments not in excess of (i) $150,000,000 (each such establishment or increase, a “Cash-Capped Incremental Facility”) plus (ii) up to an additional amount (each such establishment or increase, a “Ratio-Based Incremental Facility”) if the Maximum pro forma Consolidated Total Leverage Ratio is less than 2.75:1.00 (and, for the avoidance of doubt, for any Ratio-Based Incremental Facilities AmountFacility, such Consolidated Total Leverage Ratio shall be calculated as though any Dollar Revolving Commitments to be incurred pursuant to this Section 2.25 were fully drawn), as of the end of the most recently ended Test Period. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Term Loan Commitments or increase of the Dollar Revolving Commitments shall be effective, which date shall be reasonably acceptable a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent; provided that (i) any Lender offered or approached to provide all or a portion of any New Term Loan Commitments or increase of the Dollar Revolving Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Term Loan Commitments or increase of the Dollar Revolving Commitments and (ii) any New Term Loan Commitments or increases to the Dollar Revolving Commitments established pursuant to this Section 2.25 will count towards the Ratio-Based Incremental Facility prior to reducing the maximum amount under the Cash-Capped Incremental Facilities (to the extent permitted by the pro forma calculation of the Consolidated Total Leverage Ratio required prior to the incurrence of such Ratio-Based Incremental Facility). (b) Such New Term Loan Commitments or increase of the Dollar Revolving Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default the conditions set forth in Section 5.2 were satisfied or Event of Default shall exist waived on such Increased Amount Date before or after giving effect to such New Term Loan Commitments and to the making of any Tranche of New Term Loans pursuant thereto or to such increase of the Dollar Revolving Commitments and after giving effect to any Permitted Acquisition or similar Investment transaction consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date)therewith; (ii) the Borrower shall be in pro forma compliance with the financial covenants set forth in Section 7.1 as of the end of the most recently ended Test Period; (iii) the proceeds of any New Term Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness7.8); (iiiiv) the New Term Loans shall share ratably in the Collateral; (iv) no Lender Collateral and shall be obligated to provide any portion of any New Commitmentbenefit ratably from the guarantees under the Guarantee and Collateral Agreement; (v) the New Term Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date of New Term Loans thereof shall not be earlier than the Term B2 Loan Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of the Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Term Loans which differ from those with respect to the Term Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses clause (vi) and (vii) above of this Section and the last sentence of this paragraph); (xviii) such New Term Loans or New Term Loan Commitments or increase of the Dollar Revolving Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; and (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xiiix) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Term Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Term Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Term Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments Term Loan shall be determined by the Borrower and the applicable lenders of New Lenders Term Loans (each, a “New Term Lender”) and shall be set forth in the applicable Joinder Agreement. (bc) On any Increased Amount Date on which any New Commitment become Term Loan Commitments or increase of the Dollar Revolving Commitments becomes effective, subject to the foregoing terms and conditions, each lender with a New Term Loan Commitment or an increase of the Dollar Revolving Commitments (each, a “New Lender”) shall become a Lender hereunder with respect to such New CommitmentTerm Loan Commitment or such increase of the Dollar Revolving Commitments, as the case may be. (cd) The terms and provisions of the New Term Loan Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Term Loans and for purposes of this Agreement, any New Term Loans or New Term Loan Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.

Incremental Loans. (a) The At any time prior to the Commitment Increase Expiration Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make an incremental term loan (any such incremental term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make incremental revolving credit loans (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loan, the “Incremental Loans”); provided that (1) the total aggregate amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $200,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $25,000,000 (or such lesser amount to which the Administrative Agent may agree). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be reasonably acceptable a date not less than ten (10) Business Days after the date on which such notice is delivered to the Administrative Agent; provided that . The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably satisfactory to the Administrative Agent (and, in the case of an Incremental Revolving Credit Commitment, the L/C Issuer and Swingline Lender), to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments (1) any Incremental Loan Commitment and to (2) the making of any Tranche of New Incremental Loans pursuant thereto thereto; (B) the Administrative Agent and the Lenders shall have received from the Borrower an officer’s compliance certificate demonstrating that the Borrower will be in compliance on a pro forma basis with the financial covenants set forth in Section 7.11 both before and after giving effect to (1) any Permitted Acquisition or similar Investment consummated in connection therewith Incremental Loan Commitment and (provided, however, that, if 2) the proceeds making of any New Incremental Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Date pursuant thereto; (iiC) the proceeds of any New Incremental Loans shall be used for general corporate purposes in compliance with Section 6.11; (D) each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; guarantees and security, if any, supporting the other extensions of credit hereunder on a pari passu basis; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Incremental Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points Loan (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) The Borrower may may, by written notice to the Administrative Agent elect from time to time, request (but, without limiting the establishment obligations of one or more new term loan or revolving commitments (the “New Commitments”any Incremental Lender set forth in any Incremental Assumption Agreement, no Lender shall have an obligation to provide) hereunder, Incremental Commitments in an aggregate amount for all not to exceed the Incremental Loan Amount in effect at such New Commitments not in excess time. Such notice shall set forth (i) the amount of the Maximum Incremental Facilities Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $5,000,000 or such lesser amount equal to the remaining Incremental Loan Amount. Each such notice shall specify ), (ii) the date (each, an “Increased Amount Date”) on which such Incremental Commitments are requested to become effective (which shall not, unless otherwise agreed to by the Administrative Agent, be less than five Business Days nor more than 60 days after the date of such notice) and (iii) whether such Incremental Commitments are commitments to make additional Term Loans or commitments to make term loans with terms different from the Term Loans (“Specified Incremental Loans”). (b) The Borrower proposes that the New may seek Incremental Commitments from existing Lenders (each of which shall be effectiveentitled to agree or decline to participate in its sole discretion) and, which date shall be reasonably acceptable subject to the Administrative Agent’s consent (not to be unreasonably withheld), additional banks, financial institutions and other institutional lenders who will become Incremental Lenders in connection therewith. The Borrower and each Incremental Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Commitment of each Incremental Lender. Each Incremental Assumption Agreement shall specify the terms of the Incremental Loans to be made thereunder; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or declinethat, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event without the prior written consent of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making Required Lenders, (A) the final maturity date of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Specified Incremental Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Latest Maturity Date and in effect at the weighted average life time the Incremental Commitments with respect to maturity shall be equal to or greater than such Specified Incremental Loans become effective, (B) the weighted average life to maturity of Term B2 any Specified Incremental Loans shall be no shorter than the remaining weighted average life to maturity of any other Class of Loans, (C) the interest rate margins applicable to any Incremental Loan will be determined by the Borrower and the Incremental Lenders; (vii) provided that in the case of any New Loans event that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation an Incremental Commitment with respect to any New Specified Incremental Loans which differ from those secured on a pari passu basis with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or becomes effective prior to the date that is 18 months after the Closing Date, if the All-In Yield relating initial yield on such Specified Incremental Loans (as reasonably determined by the Administrative Agent to be equal to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to sum of (x) the existing Term B2 margin above the Adjusted LIBO Rate on such Specified Incremental Loans (which shall be adjusted so increased by the amount that the All-In Yield relating any “LIBOR floor” applicable to such New Term Specified Incremental Loans does not on the date such Specified Incremental Loans are made would exceed the AllAdjusted LIBO Rate that would be in effect for a three-In Yield applicable month Interest Period commencing on such date) and (y) if such Specified Incremental Loans are initially made at a discount or the Lenders making the same receive a fee directly or indirectly from Parent, the Borrower or any Subsidiary for doing so (except for arrangement fees, structuring fees or underwriting or similar fees not generally paid to Lenders in connection with such loans) (the existing Term B2 amount of such discount or fee, expressed as a percentage of the Incremental Loans, being referred to herein as “OID”), the amount of such OID divided by the lesser of (A) the weighted average life to maturity of such Incremental Loans and (B) four) exceeds by more than 50 basis points (the amount of any such adjustment, excess above 50 basis points being referred to herein as the “MFN AdjustmentIncremental Yield Differential”) the sum of (1) the margin then in effect for Eurocurrency Loans of any Class (which shall be the sum of the Applicable Percentage then in effect for such Eurocurrency Loans of such Class increased by the amount that any “LIBOR floor” applicable to such Eurocurrency Loans of such Class on such date would exceed the Adjusted LIBO Rate (without giving effect to the proviso to the definition of such term) that would be in effect for a three-month Interest Period commencing on such date) plus (2) the amount of OID initially paid in respect of the Loans of such Class divided by four, then the Applicable Percentage for Loans of each affected Class shall automatically be increased by the Incremental Yield Differential for such Class, effective upon the making of the Specified Incremental Loans, (D) no Default or Event of Default shall exist or would exist after giving effect thereto, (E) such Incremental Loans are not at any time guaranteed by any Subsidiaries other than Subsidiaries that are Guarantors, (F) the Incremental Loans shall rank pari passu or junior in right of security to the Obligations or shall be unsecured, subject, in the case of junior secured Incremental Loans, to customary intercreditor arrangements reasonably satisfactory to the Administrative Agent and (yG) the All-In Yield applicable Incremental Loans shall participate in prepayments pursuant to Section 2.12 and 2.13 on no greater than a pari passu basis with the Term Loans and (ii) all terms and documentation with respect to any Incremental Loans which differ from those with respect to the existing Term B1 Loans shall be adjusted by an amount equal reasonably satisfactory to the MFN Adjustment; Administrative Agent, except as set forth in clauses (xivi)(A) there through (G) above (it being understood that, to the extent that any financial maintenance covenant or call protection is added for the benefit of any Incremental Lenders, no consent shall be required from the Administrative Agent or the Required Lenders to the extent that such financial maintenance covenant or call protection is (1) also added for the benefit of any existing Term Loans or (2) only applicable after the Latest Maturity Date). 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 deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Commitment and the Incremental Loans evidenced thereby and the Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. Notwithstanding anything to the contrary herein, such amendment shall become effective without any further consent of any other party to the Loan Documents. (c) Notwithstanding the foregoing, no borrower Incremental Commitment shall become effective under this Section 2.22 unless (i) on the date of such effectiveness, the conditions set forth in paragraph (b) of Article IV shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer and (ii) except as otherwise specified in the applicable Incremental Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and reasonably consistent with those delivered on the Closing Date under Article IV (other than changes reasonably satisfactory to the Administrative Agent to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion). (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower) , take any and no guarantors all action as may be reasonably necessary to ensure that all Incremental Loans (other than the Guarantors) Specified Incremental Loans), when originally made, are included in respect each Borrowing of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the outstanding Term Loans or Revolving Loans, as applicable, on a pro rata basis. This may be accomplished by requiring each outstanding Eurocurrency Borrowing to be converted into an ABR Borrowing on the date of each Incremental Loan, or by allocating a portion of each Incremental Loan to each outstanding Eurocurrency Borrowing on which such New a pro rata basis. Any conversion of Eurocurrency Loans are made to ABR Loans required by the preceding sentence shall be designated as subject to Section 2.16. If any Incremental Loan is to be allocated to an existing Interest Period for a separate tranche (a “Tranche”) of Term Loans or Revolving LoansEurocurrency Borrowing, as applicable, then the interest rate thereon for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest such Interest Period and the amortization schedule (if applicable) of any New Commitments other economic consequences thereof shall be determined by the Borrower and the applicable New Lenders and shall be as set forth in the applicable Joinder Incremental Assumption Agreement. (b) On any Increased Amount Date on which any New Commitment become effective. In addition, subject to the foregoing terms and conditionsextent any Incremental Loans are not Specified Incremental Loans, each lender with a New Commitment (each, a “New Lender”the scheduled amortization payments under Section 2.11(a)(i) shall become a Lender hereunder with respect required to be made after the making of such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Incremental Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term ratably increased by the aggregate principal amount of such Incremental Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.

Incremental Loans. The Borrower may, by written notice to the have consented to such additional banks, financial institutions and other institutional lenders to the Administrative Agent and the Person appointed by the Borrower to arrange Incremental Loan extent the consent of the Borrower or the Administrative Agent, as applicable, would be required Commitments (such Person (who may be (i) the Administrative Agent, if it so agrees, or (ii) any if such institution were receiving an assignment of Loans pursuant to Section 9.04 (provided, other Person appointed by the Borrower after consultation with the Administrative Agent), the further, that the consent of the Administrative Agent shall not be required with respect to an Incremental Arranger ore existing or additional additional bank, financial institution, or other institutional lender that is an Affiliate of a Lender or Lenders, all of which must be Eligible Assignees: (A) one or more new commitments for new a Related Fund), (ii) with respect to Incremental Term Loan Commitments, any Affiliated Lender Term Loans which may be of the same Class as any outstanding Class of Term Loans or a new providing an Incremental Term Loan Commitment shall be subject to the same restrictions set Class of Term Loans ( Incremental Term Loan Commitments (B) the establishment forth in Section 9.04 as they would otherwise be subject to with respect to any purchase by or Incremental assignment to such Affiliated Lender of Term Loans and (iii) Affiliated Lenders may not provide Revolving Credit Commitments Commitments, Incremental Revolving Credit Commitments. The Borrower and each Incremental Lender shall Incremental Loan execute and deliver to the Administrative Agent and the Incremental Arranger an Incremental Loan Commitments Assumption Agreement and such other documentation as the Incremental Arranger shall Incremental Revolving Credit Commitments, assuming a borrowing of the maximum amount of reasonably specify to evidence the Incremental Loan Commitment of each Incremental Lender. Incremental Revolving Credit Loans available); provided that Incremental Loan Commitments The Other Loans and any Incremental Revolving Credit Commitments providing for Incremental may be incurred in the Available Currency or an alternative currency pursuant to procedures and Other Revolving Credit Loan on terms to be agreed with the applicable Incremental Arranger and the Administrative Agent. Commitments Other Revolving Credit Loans (i) shall have fees and margin The Incremental Arranger shall promptly deliver a copy of such notice to each of the Lenders and and/or interest rate determined by the Borrower and the Incremental Lenders providing such the Administrative Agent. Such notice shall set forth (i) the amount of the Incremental Loan Loans, (ii) shall rank pari passu in right of payment with the Loans or Commitments existing prior Commitments being requested (which shall be in minimum increments of, $1,000,000 and a the incurrence of such Other Loans and Other Revolving Credit Loan Commitments and be minimum amount of $5,000,000 (or in such lower minimum amounts or multiples as agreed to by secured by the Collateral on a pari passu basis and (iii) (A) in the case of Incremental Term Loans, the Incremental Arranger in its reasonable discretion), or such lesser amount equal to the (x) may participate on a pro rata basis, less than pro rata basis or greater than pro rata basis in any Incremental Loan Amount at such time), (ii) the date on which such Incremental Loan mandatory prepayment of Term Loans (except that, unless otherwise permitted under this Commitments are requested to become effective (which shall not be less than 10 Business Days Agreement, such Incremental Term Loans may not participate on a greater than pro rata basis as (or such shorter period as agreed by the Incremental Arranger) after the date of such notice), and compared to any earlier maturing Class of Term Loans) and (y) may participate on a pro rata basis, (iii) whether such Incremental Loan Commitments are commitments to make additional Loans of less than pro rata basis or greater than pro rata basis in any voluntary prepayment of Term Loans the same Class which shall be extended in a manner so as to be fungible with an existing Class of and (B) in the case of Incremental Revolving Credit Commitments and Incremental Revolving Loans hereunder or commitments to make Loans with terms different from such Loans which shall Loans, (x) shall provide that the borrowing and repayment (except for (A) payments of interest Other Loans and fees at different rates on Incremental Revolving Credit Commitments (and related in any Incremental Loan Assumption Agreemen Incremental Facility Closing Date outstandings), (B) repayments required upon the Maturity Date of the Incremental Revolving subject only to the satisfaction of the terms and conditions in this Section 2.22 and in the applicable Credit Commitments and (C) repayment made in connection with a permanent repayment and Incremental Loan Assumption Agreement, (A) (1) each Incremental Term Lender of such Class termination of commitments (subject to clause (y) below)) of Loans with respect to Incremental Incremental Term Loan Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be Incremental Term Loan Commitment of such Class and (2) each Incremental Term Lender of such made on a pro rata basis or less than pro rata basis (but not more than a pro rata basis) with all Class shall become a Lender hereunder with respect to the Incremental Term Loan Commitment other Revolving Credit Commitments then existing on the Incremental Facility Closing Date and of such Class and the Incremental Term Loans of such Class made pursuant thereto and (B) (1) (y) may provide that the permanent repayment of Revolving Credit Loans with respect to, and each Incremental Revolving Credit Lender of such Class shall make its Commitment available to termination or reduction of, Incremental Revolving Credit Commitments after the associated the Borrower (when borrowed, an Incremental Revolving Loan Incremental Facility Closing Date be made on a pro rata basis, less than pro rata basis or greater Incremental Loan than pro rata basis with all other Revolving Credit Commitments. Without the prior written Credit Commitment of such Class and (2) each Incremental Revolving Credit Lender of such Class consent of the Administrative Agent, (A) the final maturity date of any Other Loans that are Term shall become a Lender hereunder with respect to the Incremental Revolving Credit Commitment Other Term Loans of such Class and the Incremental Revolving Loans of such Class made pursuant thereto. the final maturity date of any Other Revolving Credit Loans or Other Revolving Credit Loan Commitments shall be no earlier than the Initial Revolving Credit Commitment Maturity Date, (a) The Borrower may by written notice seek Incremental Loan Commitments from existing Lenders (C) the Weighted Average Life to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments (the “New Commitments”) hereunder, in an aggregate amount for all such New Commitments not in excess Maturity of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments Other Term Loans shall be effective, no shorter than the (each of which date shall be reasonably acceptable entitled to the Administrative Agent; provided that any Lender offered agree or approached decline to provide all or a portion of any New Commitments may elect or decline, participate in its sole discretion, ) and remaining Weighted Average Life to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes Maturity of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Initial Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (yD) the All-In Yield additional banks, financial institutions and other institutional lenders who will become Incremental applicable to the existing Term B1 Other Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders in connection therewith; provided that (i) the Borrower and the Administrative Agent shall Lenders and shall be set forth in the each applicable Joinder Incremental Loan Assumption Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.; 90 91 76797407_14 76797407_14 EU-DOCS\25892879.17 EU-DOCS\25892879.17

Incremental Loans. (a) The Other than during the Covenant Relief Period, from time to time during the Availability Period, subject to the terms and conditions set forth herein, the Borrower may may, by written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more additional term loans (any such additional term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Loan Commitments (any such increase, an “Incremental Revolving Loan Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunder, in an aggregate amount for all to make revolving loans under the Revolving Loan Facility (any such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (eachincrease, an “Increased Amount DateIncremental Revolving Loan Increase” and, together with the Incremental Term Loans, the “Incremental Loans”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date); provided that (i) no Default the Borrower may not request any Incremental Loan Commitments or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments Incremental Loans during the Covenant Relief Period and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) at the proceeds time of each such request and upon the effectiveness of each Incremental Amendment, (A) no Default has occurred and is continuing or shall result therefrom and (B) the Borrower shall have delivered a certificate of a Financial Officer to the effect set forth in clause (A) above. Notwithstanding anything to the contrary herein, (1) the total aggregate principal amount for all such Incremental Loan Commitments shall not (as of any New date of incurrence thereof) exceed $100,000,000 and (2) the total aggregate amount for each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). (b) Each notice from the Borrower pursuant to this Section 2.21 shall set forth the requested amount of the relevant Incremental Loan Commitment. Any additional bank, financial institution, existing Lender or other Person that elects to provide a portion of any Incremental Loan Commitment shall be used for general corporate purposes of reasonably satisfactory to the Borrower Borrower, the Administrative Agent, and its Subsidiaries with respect to Incremental Revolving Loan Commitments, each Swingline Lender and each Issuing Bank (includingany such bank, without limitationfinancial institution, Permitted Acquisitions existing Lender or other Person being called an “Incremental Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an Incremental Amendment. Each Incremental Loan Commitment shall be effected by an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by STX, the Borrower, such Incremental Lender and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Administrative Agent. No Lender shall be obligated to provide any portion Incremental Loan Commitment, unless it so agrees. (c) Commitments in respect of any New Commitment; (vi) the New Loans that are term loans Incremental Revolving Loan Commitment shall become Revolving Commitments (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Incremental Revolving Loan Commitment to be provided by an existing Lender, an increase in such Lender’s Revolving Commitment) under this Agreement and (ii) Incremental Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity Loan Commitment shall be equal to or greater than the weighted average life to maturity of a Term B2 Loans; Loan Commitment (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of facility under this Agreement, except as the relevant Joinder Agreement otherwise provides). For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement An Incremental 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 2.252.21. The effectiveness of any Incremental Amendment shall, unless otherwise agreed to by the Administrative Agent and the Incremental Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Borrowing” in Section 4.02 shall be deemed to refer to the Incremental Closing Date). The proceeds of any Incremental Loans made pursuant to Incremental Loan Commitments will be used only for working capital and other general corporate purposes of the Borrower and its subsidiaries. (d) Upon each Incremental Revolving Loan Increase pursuant to this Section 2.21, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Incremental Lender, and each Incremental Lender will automatically and without further act be deemed to have assumed, a portion of such ▇▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit and Swingline Loans such that, after giving effect to such Incremental Revolving Loan Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swingline Loans held by each Lender (including each Incremental Lender) will equal such Lender’s Applicable Percentage and (ii) if, on the date of such Incremental Revolving Loan Increase, there are any Revolving Loans outstanding, such Revolving Loans shall be prepaid from the proceeds of additional Revolving Loans made hereunder (reflecting such Incremental Revolving Loan Increase), which prepayment shall be accompanied by accrued interest on the Revolving Loans being prepaid and any costs incurred by any Lender in accordance with Section 2.15. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (the any such increase, an “New CommitmentsIncremental Revolving Credit Commitment”) hereunderto make revolving credit loans (any such loans, in an “Incremental Loan”); provided that (i) the total aggregate principal amount for all such New Incremental Revolving Credit Commitments shall not in excess (as of any date of incurrence thereof) exceed $250,000,000 and (ii) the Maximum total aggregate principal amount for each Incremental Facilities AmountRevolving Credit Commitment shall not be less than a minimum principal amount of $25,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Commitment shall be effective, which date shall be a date not less than twenty (20) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower shall invite existing Lenders and may invite any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent, to provide an Incremental Revolving Credit Commitment (any such Person, an “Incremental Lender”); provided that both the Swingline Loan Lender and the Issuing Lender shall consent to each Incremental Lender providing any portion of an Incremental Revolving Credit Commitment (such consent not to be unreasonably withheld). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Revolving Credit Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Revolving Credit Commitment. Such New Commitments Any Incremental Revolving Credit Commitment shall become effective as of such Increased Amount Date; provided that that: (ia) no Potential Default or Event of Default shall exist and be continuing on such Increased Amount Date before or after giving effect to such New Commitments (1) any Incremental Revolving Credit Commitment and to (2) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date)thereto; (iib) the proceeds of any New Loans Administrative Agent shall be used for general corporate purposes of have received from the Borrower a certificate signed by an Authorized Officer demonstrating, in form and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be substance reasonably satisfactory to the Administrative Agent (except to Agent, that the extent permitted by clauses (vi) and (vii) above and Loan Parties would have been in compliance with the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected financial covenant specified in Section 9.4 based on the financial statements most recently delivered pursuant to one Section 8.12(a) [Quarterly Financial Statements] or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.8.12

Incremental Loans. (a) The At any time following the Closing Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more additional term loans (any such additional term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loans, the “Incremental Loans”); provided that (i) the total aggregate principal amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $100,000,000 and (ii) the Maximum total aggregate principal amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $5,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than twenty (20) Business Days after the date on which such notice is delivered to Administrative Agent. (b) The Borrower shall invite existing Lenders and may invite any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided that both the Swing Loan Lender and the Issuing Lender shall consent to each Incremental Lender providing any portion of an Incremental Revolving Credit Commitment. Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments Incremental Loan Commitment. (c) Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (i) no Potential Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to (3) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if ii) each of the proceeds of any New Loans representations and warranties contained in Section 6.1 shall be used for a Permitted Acquisitiontrue, correct and complete in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Change, in which case, such representation and warranty shall be true, correct and complete in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiiii) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (includingincluding Permitted Acquisitions); (iv) any proposed Incremental Lender shall join this Agreement as a Lender pursuant to a joinder substantially in the form of Exhibit 2.11 delivered to the Administrative Agent on or before the Increased Amount Date; and (v) each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and shall be secured and guaranteed with the other Obligations on a pari passu or junior basis and will rank pari passu or junior in right of payment with respect to the other Obligations. (d) In the case of each Incremental Term Loan: (i) such Incremental Term Loan will mature on such date and be subject to customary mandatory prepayment provisions as is reasonably acceptable to the Administrative Agent, without limitationthe Incremental Lenders making such Incremental Term Loan and the Borrower, Permitted Acquisitions but will not in any event have a scheduled maturity date earlier than the Termination Date; (ii) the amortization schedule for any such Incremental Term Loan shall be 5% of the initial principal amount for each of the first two loan years, 7.5% of the initial principal amount for the third loan year and Investments permitted under Section 7.7 10% of the initial principal amount for each loan year thereafter, payable in equal quarterly installments and prepayments or refinancing of Permitted Other Indebtedness); with all outstanding principal and interest due and payable on the maturity date for such Incremental Term Loan; (iii) the New Applicable Margin and pricing grid, if applicable, for such Incremental Term Loan shall be determined by the Administrative Agent, the applicable Incremental Lenders and the Borrower on the applicable Increased Amount Date; provided that if the Applicable Margin in respect of any Incremental Term Loan exceeds the Applicable Margin for the Revolving Credit Loans by more than 0.50%, then the Applicable Margin for the Revolving Credit Loans shall share ratably be increased (including at each tier of the pricing grid) so that the Applicable Margin in respect of such Revolving Credit Loans is equal to the Applicable Margin for the Incremental Term Loan minus 0.50%; provided further in determining the Applicable Margin(s) applicable to each Incremental Term Loan and the Applicable Margin(s) for the Revolving Credit Loans, (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by the Borrower to the Lenders under such Incremental Term Loan or the Revolving Credit Loans in the Collateralinitial primary syndication thereof shall be included (with OID being equated to interest based on assumed four-year life to maturity) and (y) customary arrangement or commitment fees payable to any lead arranger (or its Affiliates) in connection with the Revolving Credit Loans or to one or more arrangers (or their affiliates) of any Incremental Term Loan shall be excluded (it being understood that the effects of any and all interest rate floors shall be included in determining Applicable Margin(s) under this provision); and (iv) no Lender shall except as provided above, all other terms and conditions applicable to such Incremental Term Loan shall, except to the extent otherwise provided in this Section 2.11, be obligated identical to provide any portion of any New Commitment; the terms and conditions applicable to the Revolving Credit Loans. (ve) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in In the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity each Incremental Revolving Credit Increase: (i) such Incremental Revolving Credit Increase shall be equal to or greater than the weighted average life to maturity part of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date Credit Facility, shall mature on the Expiration Date, shall bear interest and such New Revolving Loans shall not require any scheduled commitment reductions prior be entitled to fees, in each case at the rate applicable to the Revolving Termination DateCredit Facility, and shall otherwise be subject to the same terms and conditions as the Revolving Credit Facility; (ii) any Incremental Lender making any Incremental Revolving Credit Increase shall be entitled to the same voting rights as the existing Revolving Credit Lenders under the Revolving Credit Facility and (unless otherwise agreed by the applicable Incremental Lenders; (viii) provided that no such agreement shall allow the New Revolving Loans shall share ratably or less in any mandatory prepayments Credit Commitments with respect to the Incremental Revolving Credit Increase to be terminated prior to termination of the existing Revolving LoansCredit Commitments) each Revolving Credit Loan funded by an Incremental Revolving Credit Increase shall receive proceeds of prepayments on the same basis as the existing Revolving Credit Loans (such prepayments to be shared pro rata on the basis of the original aggregate funded amount thereof); and (ixiii) all terms the outstanding Revolving Credit Loans and documentation with respect to any New Ratable Shares of Swing Loans which differ from those with respect to the Loans under the applicable Facility shall and Letter of Credit Obligations will be reasonably satisfactory to reallocated by the Administrative Agent (except on the applicable Increased Amount Date among the Lenders to the extent permitted by clauses Revolving Credit Facility (viincluding the Incremental Lenders providing such Incremental Revolving Credit Increase) and in accordance with their revised Ratable Shares (vii) above and the last sentence of this paragraph); Lenders to the Revolving Credit Facility (xincluding the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such New Loans or New reallocation and the Borrower shall pay any and all costs required. (f) Incremental Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.11, without the consent of any other Lenders. (g) The Borrower shall deliver or cause to be delivered (1) any Notes evidencing any Incremental Loans or Incremental Loan Commitments requested by any Incremental Lender and (2) customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Loan Party authorizing such Incremental Loans and/or Incremental Loan Commitments) reasonably requested by Administrative Agent in connection with any such transaction. (h) The Incremental Lenders shall be included in any determination of the Required Lenders and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (i) On any Increased Amount Date on which any Incremental Term Loan Commitment becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Term Loan Commitment shall make, or be obligated to make, an Incremental Term Loan to the Borrower in an amount equal to its Incremental Term Loan Commitment and shall become a Lender hereunder with respect to such Incremental Term Loan Commitment and the Incremental Term Loan made pursuant thereto. (j) On any Increased Amount Date on which any Incremental Revolving Credit Increase becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Revolving Credit Commitment shall become a Lender under the Revolving Credit Facility hereunder with respect to such Incremental Revolving Credit Commitment.

Incremental Loans. (a) 2.2.1 The Borrower shall use its commercially reasonable efforts to consummate the Financing with Eligible Stockholders in a manner consistent with Section 10.13 hereof and Schedule 10.13 hereto. The Borrower may at any time or from time to time after the Closing Date and on or prior to September 22, 2018, by written notice delivered to the Administrative Agent Agent, elect to request the establishment of one or more new term loan or revolving commitments loans (the “New CommitmentsIncremental Loans”) hereunderin connection with (and as part of) the consummation of the Financing with Eligible Stockholders in accordance with Section 10.13 and Schedule 10.13 hereto, in an aggregate amount for all such New Commitments Incremental Loans not in excess of the Maximum Incremental Facilities Amountto exceed $1,000,000. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments Incremental Loans shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments Incremental Loans may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loans. For the avoidance of doubt, any Eligible Stockholder purchasing Incremental Loans in connection with the Financing shall also be required to purchase a portion of HCP-FVA’s Series A Preferred Stock in connection with the Financing. 2.2.2 Such New Commitments Incremental Loans shall become effective as of such Increased Amount Date; provided that (i) no Default the conditions set forth in Section 12.2 were satisfied or Event of Default shall exist waived on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date)Incremental Loans; (ii) the proceeds of any New Loans Borrower shall be used for general corporate purposes of in pro forma compliance with the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under financial covenant set forth in Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness)11.13; (iii) the New proceeds of any Incremental Loans shall be used as permitted pursuant to Section 10.6; (iv) the Incremental Loans shall share ratably in the Collateral; (iv) no Lender Collateral and shall be obligated to provide any portion of any New Commitmentbenefit ratably from the guarantees under the Guaranty and Collateral Agreement; (v) the New Incremental Loans that are term loans (“New Term Loans”) shall share no greater than ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof Incremental Loans shall not be earlier than mature on the Term B2 Loan Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 LoansDate; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Incremental Loans shall not require any scheduled commitment reductions prior be subject to the Revolving Termination Date; (viii) same terms and conditions as the New Revolving Loans shall share ratably or less in any mandatory prepayments of Initial Term Loans, including with respect to interest rate, except as the existing Revolving Loans; (ix) relevant Joinder Agreement otherwise provides, provided that all terms and documentation with respect to any New Incremental Loans which differ from those with respect to the Initial Term Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph)Agent; (xviii) such New Incremental Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; and (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xiiix) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by the Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Collateral Documents providing for such New Incremental Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) 2.2.3 On any Increased Amount Date on which any New Commitment Incremental Loans become effective, subject to the foregoing terms and conditions, each lender with a New Commitment an Incremental Loan (each, a “New Lender”) shall become a Lender hereunder with respect to such New CommitmentIncremental Loan. (c) 2.2.4 The terms and provisions of the New Commitments of any Tranche Incremental Loans shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Term Loans and for purposes of this Agreement, any New Loans or New Commitments Incremental Loans, when funded, shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.2.

Incremental Loans. (a) The Borrower may shall have the right to request one or more additional tranches of additional Loans (the “Incremental Loans”) by providing written notice to the Administrative Agent elect to request Agent, which notice shall be irrevocable once given; provided, however, that the establishment of one or more new term loan or revolving commitments (the “New Commitments”) hereunder, in an aggregate amount for all of such New Commitments Incremental Loans shall not in excess of the Maximum Incremental Facilities Amountexceed One Hundred Million Dollars ($100,000,000). Each such notice Incremental Loan must be an aggregate minimum amount of $20,000,000 and integral multiples of $5,000,000 in excess thereof. The Administrative Agent and the Arrangers, in consultation with the Borrower, shall specify manage all aspects of such Incremental Loans, including decisions as to the date (eachselection of the existing Lenders and/or other banks, an “Increased Amount Date”) on which financial institutions and other institutional lenders to be approached with respect to such increase and the Borrower proposes that the New Commitments allocations of Incremental Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be effectiveobligated in any way whatsoever to provide an Incremental Loan, which date shall and any new Lender becoming a party to this Agreement in connection with any such requested Incremental Loan must be reasonably acceptable an Eligible Assignee. Effecting the Incremental Loans under this Section 2.2 is subject to the following conditions precedent: (w) the Administrative Agent; provided that any Lender offered Agent shall have consented thereto (such consent not to be unreasonably withheld or approached to provide all or a portion of any New Commitments may elect or declinedelayed), in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (ix) no Default or Event of Default shall exist be in existence on the effective date of such Increased Amount Date before Incremental Loans, (y) the representations and warranties made or after giving effect deemed made by the Borrower or any other Loan Party in any Loan Document to which such New Commitments Loan Party is a party shall be true and correct on the effective date of such Incremental Loans except to the making 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 on and as of any Tranche of New Loans pursuant thereto such earlier date) and after giving effect to any Permitted Acquisition or similar Investment consummated except for changes in connection therewith factual circumstances specifically and expressly permitted hereunder, and (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (iiz) the proceeds of any New Loans Administrative Agent shall be used for general corporate purposes have received each of the Borrower following, in form and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably substance satisfactory to the Administrative Agent Agent: (except i) if not previously delivered to the extent permitted Administrative Agent, copies certified by clauses a Qualified Officer of the Borrower of (viA) all partnership or other necessary action taken by the Borrower to authorize such Incremental Loans and (viiB) above all corporate or other necessary action taken by Guarantor authorizing the guaranty of such Incremental Loans; and (ii) an opinion of counsel to the Borrower and the last sentence of this paragraph)Guarantor, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (xiii) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements if requested, new Notes executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect payable to any Mortgages that exist new Lenders and replacement Notes, if requested by any applicable Lender, executed by the Borrower, payable to any existing Lenders making Incremental Loans, in the amount of each such Lender’s Term Loan Exposure at the time of such New the effectiveness of the applicable Incremental Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in . In connection with any Incremental Loans pursuant to this Section 2.2 any Lender becoming a party hereto shall execute such transactiondocuments and agreements as the Administrative Agent may reasonably request. The Incremental Loans (i) shall rank pari passu in right of payment with the existing Loans, including (ii) shall not mature earlier than the Maturity Date and (iii) shall be treated substantially the same as (and in any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by event no more than 50 basis points the Applicable Margin relating to (xfavorably than) the existing Term B2 Loans. Incremental Loans shall may be adjusted so that the All-In Yield relating made hereunder pursuant to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount an amendment or restatement of any such adjustmentthis Agreement and, as appropriate, the “MFN Adjustment”other Loan Documents, executed by the Borrower, each new Lender participating in such tranche (if any), each existing Lender participating in such tranche (if any) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the CollateralAdministrative Agent. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement Administrative Agent may, without the consent of any other LendersLenders (except as expressly required pursuant to Section 14.3), effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.252.2.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make an incremental term loan (any such incremental term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Commitments, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make incremental revolving credit loans (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loan, the “Incremental Loans ”); provided that (1) the total aggregate amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $150,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $25,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that Agent and the Issuing Lenders, to provide an Incremental Loan Commitment (each, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New Incremental Loan Commitment. The Borrower’s ability to request an Incremental Loan Commitment shall not be affected by an election the Borrower may have otherwise made under Section 2.5 to voluntarily reduce a portion of the Revolving Commitments. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (B) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating that the Borrower will be in compliance on a pro forma basis with the financial covenants set forth in Section 9.15 both before and after giving effect to (1) any Incremental Loan Commitment, (2) the making of any Incremental Loans pursuant thereto and (3) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (iiC) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted including Acquisitions and Investments permitted under Section 7.7 Restricted Payments); (D) each Incremental Loan Commitment (and prepayments or refinancing the Incremental Loans made thereunder) shall constitute Obligations of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender Borrower and shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Incremental Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points Loan (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new (x) incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more additional term loans (any such additional term loans, an “Incremental Term Loan”) and/or (y) increases in the Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loans, the “Incremental Loans”); provided that (i) the total aggregate principal amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed an amount of additional Indebtedness which would cause the Consolidated Total Leverage Ratio as of the Maximum Fiscal Quarter most recently ended prior to the incurrence of such additional Indebtedness, calculated on a Pro Forma Basis after giving effect to the incurrence of such additional Indebtedness, to exceed 2.00 to 1.00; and (ii) the total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $5,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. (b) The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided provided, however, that any no such Person may be an Incremental Lender unless such Person meets all of the requirements of an assignee of the rights and obligations of a Lender under Section 14.9 of this Agreement. Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments Incremental Loan Commitment. (c) Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (ii) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants set forth in Article X, in each case based on the financial statements most recently delivered pursuant to Section 8.1(a) or 8.1(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of any Incremental Loans pursuant thereto (with any Incremental Loan Commitment being deemed to be fully funded) and (z) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if iii) each of the proceeds of any New Loans representations and warranties contained in Article VII shall be used true and correct in all material respects, except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which case, such representation and warranty shall be true, correct and complete in all respects, on such Increased Amount Date with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct in all material respects as of such earlier date); (iv) each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and shall be secured and guaranteed with the other Extensions of Credit on a Permitted Acquisitionpari passu basis; (v) in the case of each Incremental Term Loan (the terms of which shall be set forth in the relevant Incremental Agreement): (A) such Incremental Term Loan will mature and amortize in a manner reasonably acceptable to the Administrative Agent, the Incremental Lenders providing making such New Loans may waive Incremental Term Loan and the Borrower, but will not in any event have a shorter weighted average life to maturity than the remaining weighted average life to maturity of the Initial Term Loan or a maturity date earlier than the Term Loan Maturity Date; (B) the Applicable Margin for such Default or Event of Default existing Incremental Term Loan shall be determined by the Administrative Agent, the applicable Incremental Lenders and the Borrower on the applicable Increased Amount Date); and (iiC) the proceeds of except as provided above, all other terms and conditions applicable to any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (includingIncremental Term Loan, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) extent not consistent with the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect conditions applicable to the Loans under the applicable Facility Initial Term Loan, shall be reasonably satisfactory to the Administrative Agent and the Borrower; (vi) in the case of each Incremental Revolving Credit Increase (the terms of which shall be set forth in the relevant Incremental Agreement): (A) such Incremental Revolving Credit Increase shall mature on the Revolving Credit Maturity Date, shall bear interest and be entitled to fees, in each case at the rate applicable to the Revolving Credit Loans, and shall be subject to the same terms and conditions as the Revolving Credit Loans, except for the payment of arrangement fees, upfront fees or similar fees which may be required in connection with or as a condition to any Lender’s or Incremental Lender’s agreement to provide an Incremental Revolving Credit Commitment; provided that if the upfront fees paid on such Revolving Credit Increase (calculated as a percentage of the principal amount thereof) exceed the upfront fees paid in respect of the existing Revolving Credit Commitments on the Closing Date (calculated as a percentage of the principal amount thereof), the Borrower shall pay additional upfront fees to the Revolving Credit Lenders holding such existing Revolving Credit Commitments so that the upfront fees paid in respect of such Revolving Credit Increase are not higher than the upfront fees paid in respect of the existing Revolving Credit Commitments on the Closing Date; (B) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of Swingline Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount Date among the Revolving Credit Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment); and (C) except as provided above, all of the other terms and conditions applicable to such Incremental Revolving Credit Increase shall, except to the extent permitted by clauses (vi) otherwise provided in this Section 5.13, be identical to the terms and conditions applicable to the Revolving Credit Facility; (vii) above and the last sentence of this paragraph); (x) such New Loans or New Incremental Loan Commitments shall be effected pursuant to one or more Joinder Incremental Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Incremental 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 2.255.13); and (viii) the Borrower shall deliver or cause to be delivered any customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Credit Party authorizing such Incremental Loan and/or Incremental Loan Commitment) reasonably requested by Administrative Agent in connection with any such transaction. (d) Any Incremental Lender making any Incremental Term Loan shall be entitled to the same voting rights as the existing Term Loan Lenders under the Term Loan Facility and each Incremental Term Loan shall receive proceeds of prepayments on the same basis as the Initial Term Loan (such prepayments to be shared pro rata on the basis of the original aggregate funded amount thereof among the Initial Term Loan and the Incremental Term Loans). The Incremental Term Loans shall be deemed to be Term Loans; provided that such Incremental Term Loan shall be designated as a separate tranche of Term Loans for all purposes of this Agreement. The Incremental Lenders shall be included in any determination of the Required Lenders, and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (e) Any Incremental Lender with an Incremental Revolving Credit Increase shall be entitled to the same voting rights as the existing Revolving Credit Lenders under the Revolving Credit Facility and any Extensions of Credit made in connection with each Incremental Revolving Credit Increase shall receive proceeds of prepayments on the same basis as the other Revolving Credit Loans made hereunder. (f) Subject to the foregoing terms and conditions, on any Increased Amount Date on which (i) any Incremental Term Loan Commitment becomes effective, each Incremental Lender with an Incremental Term Loan Commitment shall make, or be obligated to make, an Incremental Term Loan to the Borrower in an amount equal to its Incremental Term Loan Commitment and shall become a Term Loan Lender hereunder with respect to such Incremental Term Loan Commitment and the Incremental Term Loan made pursuant thereto, or (ii) any Incremental Revolving Credit Increase becomes effective, each Incremental Lender with an Incremental Revolving Credit Commitment shall become a Revolving Credit Lender hereunder with respect to such Incremental Revolving Credit Commitment.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more additional term loans, which may be of the same tranche as the outstanding term loans, if any, with the latest maturity or a new tranche of term loans (any such increase or additional term loans, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such loan, in an “Incremental Revolving Credit Loan” and, together with the Incremental Term Loans, the “Incremental Loans”); provided that (1) the total aggregate principal amount for all such New Incremental Loan Commitments and Incremental Loans shall not in excess (as of any date of incurrence thereof) exceed $75,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $5,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than five (5) Business Days after the date on which such notice is delivered to Administrative Agent (or such later date as may be approved by the Administrative Agent). The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that, subject to Section 1.13, each of the following conditions has been satisfied or waived as of such Increased Amount Date: (iA) no Default or Event of Default shall exist on such Increased Amount Date immediately before or immediately after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and after (3) any Permitted Acquisition consummated in connection therewith; (B) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants set forth in Section 9.14 (without giving effect to any Leverage Ratio Increase unless such Incremental Loan Commitment is being used to finance a Material Acquisition) based on the financial statements most recently delivered pursuant to Section 8.1(a) or 8.1(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of any Incremental Loans pursuant thereto (with any Incremental Loan Commitment being deemed to be fully funded) and (z) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if C) each of the proceeds of any New Loans representations and warranties contained in Article VII shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case, such representation and warranty shall be true, correct and complete in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiD) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions Acquisitions); (E) each Incremental Loan Commitment (and Investments permitted under Section 7.7 the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (vF) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Incremental Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points Loan (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) The After the Amendment No. 5 Effective Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment increases of one or more new term loan or revolving commitments any-then existing Tranche of Revolving Commitments (the each increase in Commitment pursuant to this sentence, a “New CommitmentsSupplemental Revolving Commitment”) hereunder, in an aggregate amount for all such New Supplemental Revolving Commitments not in excess of of, at the time the respective Supplemental Revolving Commitments become effective, the Maximum Incremental Facilities AmountAmount after giving effect to Amendment No. 5 and the establishment of the Tranche B Term Loans. Each such notice relating to Supplemental Revolving Commitments shall specify (i) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Supplemental Revolving Commitments shall be effective, which date shall be reasonably acceptable a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree) after the date on which such notice is delivered to the Administrative AgentAgent and (ii) if applicable, the Tranche (or Tranches) of Revolving Commitments to be so increased (and, if more than one Tranche of Revolving Commitments will be increased, the amount of the aggregate Supplemental Revolving Commitment to be allocated to each such Tranche); provided provided, that (x) any Lender offered or approached to provide all or a portion of any New Supplemental Revolving Commitments may elect or decline, in its sole discretion, to provide such Supplemental Revolving Commitments, and (y) any Person that the Borrower proposes to become a New Commitments. Lender, if such Person is not then a Lender, must be an Eligible Assignee and must be reasonably acceptable to the Administrative Agent, and to the extent its consent would be required to assign Loans to any such Eligible Assignee, each Issuing Lender and the Swingline Lender. (b) Such New Supplemental Revolving Commitments shall become effective as of such the applicable Increased Amount Date; provided that provided, that: (i) no Default or Event of Default shall exist on such Increased Amount Date before or immediately after giving effect to such New Supplemental Revolving Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment transaction consummated in connection therewith subject to the Permitted Acquisition Provisions (providedas defined below) and the Limited Condition Acquisition Provision, however, that, if in connection with any acquisition or investment being made with the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); thereof; (ii) the proceeds of any New Loans Supplemental Revolving Commitments shall be used for general corporate purposes used, at the discretion of the Borrower and its Subsidiaries (includingBorrower, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); for any purpose not prohibited by this Agreement; (iii) the New Loans Supplemental Revolving Commitments shall share benefit, ratably with the other Commitments in the Collateral; same Tranche, from the guarantees under the Guarantee and Collateral Agreement and shall only be guaranteed by the Guarantors; (iv) no Lender the Supplemental Revolving Commitments shall be obligated secured by the Liens on the Collateral on a pari passu basis with the Liens securing all other Obligations and the Obligations with respect to provide any portion of any New Commitment; the Supplemental Revolving Commitments shall have the same payment priority as the other Obligations in the same Tranche; (v) the New Loans that are term loans (“New Term Loans”) conditions set forth in Section 2.34 shall share ratably or less in any mandatory prepayments of the existing Term Loans; be satisfied, if applicable; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”A) the maturity date or commitment termination date thereof of such Supplemental Revolving Commitment shall not be earlier than the Revolving Termination Date and of the Tranche being so increased, (B) such New Supplemental Revolving Loans Commitment shall not require any no scheduled amortization or mandatory commitment reductions reduction prior to the such Revolving Termination Date; Date and (viiiC) such Supplemental Revolving Commitment shall be on the New Revolving Loans shall share ratably or less in any mandatory prepayments of same terms as the existing Revolving Loans; Tranche being so increased (ix) all terms and documentation other than with respect to any New Loans which differ from those with respect upfront fees) and pursuant to the Loans under the same documentation applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and such Tranche; (vii) above and the last sentence of this paragraph); (x) such New Loans or New Supplemental Revolving Commitments shall be effected pursuant in accordance with Section 2.25(e); and (viii) to one or more Joinder Agreements executed and delivered the extent reasonably requested by the BorrowerAdministrative Agent, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; delivered (xiiA) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modificationsthe due authorization, execution and delivery by the Borrower and each other Loan Party to be party thereto and the enforceability of the applicable Increase Supplement or Lender Joinder Agreement, as applicable, the non-conflict of the execution, delivery of and performance of payment obligations under such documentation with this Agreement and with the organizational documents of the Loan Parties and the effectiveness of the Guarantee and Collateral Agreement to create a valid security interest, and the effectiveness of specified other Security Documents to perfect such security interests, in specified Collateral to secure the Obligations, including the Supplemental Revolving Commitments and the extensions of credit thereunder, (B) certified copies of the resolutions or other applicable corporate action of each applicable Loan Party approving its entry into such documents reasonably requested by Administrative Agent in connection with any and the transactions contemplated thereby and (C) customary reaffirmation agreements and/or such transactionamendments, including any supplements or amendments modifications to the Security Documents providing for such as may be reasonably necessary or advisable to ensure that each New Loans Lender is provided with the benefits of the applicable Loan Documents and each then existing Secured Party continues to be secured thereby; (xiii) provided with respect to any New Term Loans incurred on or prior the benefit of the applicable Loan Documents. Notwithstanding anything to the date that is 18 months after contrary above, in connection with the Closing Dateincurrence of any Supplemental Revolving Commitment, if the All-In Yield relating proceeds of such Supplemental Revolving Commitment are, substantially concurrently with the receipt thereof, to be used, in whole or in part, by the Borrower or any Restricted Subsidiary to finance, in whole or in part, a Permitted Acquisition, then to the extent so required by the applicable New Term Loans exceeds Lenders, (A) the All-In Yield then only representations and warranties that will be required to be true and correct in effect with respect to all material respects as of the Term B2 Loans by more than 50 basis points the Applicable Margin relating to applicable Increased Amount Date shall be (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to Specified Representations (conformed as necessary for such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”Permitted Acquisition) and (y) such of the All-In Yield representations and warranties made by or on behalf of the applicable acquired company or business in the applicable acquisition agreement as are material to the existing Term B1 Loans shall be adjusted by an amount equal interests of the Lenders, but only to the MFN Adjustment; extent that Holdings or the Borrower (xivor any Affiliate of Holdings or the Borrower) has the right to terminate the obligations of Holdings, the Borrower or such Affiliate under such acquisition agreement or not consummate such acquisition as a result of a breach of such representations or warranties in such acquisition agreement and (B) there need not be a condition to borrowing that there be no Default or Event of Default other than there shall be no borrower Event of Default under Sections 8.1(a) or (other than the Borrowerf) and no guarantors after giving effect to such incurrence (other than the Guarantors“Permitted Acquisition Provisions”). (c) in respect of such New Loans; and (xv) the New Loans shall not be secured by On any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Incremental Commitment become becomes effective, subject to the foregoing terms and conditions, each lender with a New an Incremental Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Incremental Commitment. (cd) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for For purposes of this Agreement, any New Loans or New Incremental Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicablerespectively. Each Joinder Agreement Incremental Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Borrower and the Administrative Agent, to effect the provisions of this Section 2.25. (e) Supplemental Revolving Commitments related to existing Tranche(s) of Revolving Commitments at such time shall become commitments under this Agreement pursuant to a supplement specifying the Tranche to be increased, executed by the Borrower and each increasing Lender substantially in the form attached hereto as Exhibit L-1 (the “Increase Supplement”) and by each New Lender (if not already a Lender) substantially in the form attached hereto as Exhibit L-2 (the “Lender Joinder Agreement”), as the case may be, or, in each case, such other form as may be reasonably acceptable to the Administrative Agent and the Borrower, which shall be delivered to the Administrative Agent for recording in the Register. Upon effectiveness of the Lender Joinder Agreement or Increase Supplement, as applicable, each New Lender shall be a Lender for all intents and purposes of this Agreement and the commitments made pursuant to such Supplemental Revolving Commitment shall be Revolving Commitments of such increased Tranche. (f) Upon the effectiveness of each Supplemental Revolving Commitment pursuant to this Section 2.25, (i) each Lender under the applicable Tranche immediately prior to such increase will automatically and without further act be deemed to have assigned to each New Lender providing a portion of such Supplemental Revolving Commitment, and each such New Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit, Swingline Loans, Local Loans, Acceptances and Protective Advances under such Tranche such that, after giving effect to such Supplemental Revolving Commitment and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit, Swingline Loans, Local Loans, Acceptances and Protective Advances under such Tranche held by each Lender (including each such New Lender) will equal such Lender’s Tranche Revolving Percentage thereof and (ii) if, on the date of such Supplemental Revolving Commitment, there are any Revolving Loans outstanding under such Tranche, such Revolving Loans shall on or prior to the effectiveness of such Supplemental Revolving Commitment be prepaid from the proceeds of additional Revolving Loans made hereunder (reflecting such Supplemental Revolving Commitment), which prepayment shall be accompanied by accrued interest on the Revolving Loans being prepaid and any costs incurred by any Lender in accordance with Section 2.11.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (a) [reserved]; (b) one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (such increases, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (such increases, in an the “Incremental Loans”); provided that (i) the total aggregate principal amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $300,000,000 and (ii) the Maximum total aggregate principal amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $25,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower shall invite existing Lenders and may invite any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided that both the Swingline Loan Lender and the Issuing Lender shall consent to each Incremental Lender providing any portion of an Incremental Loan Commitment (such consents not to be unreasonably withheld). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments (1) any Incremental Loan Commitment, and to (2) the making of any Tranche Incremental Loans pursuant thereto; (ii) the Administrative Agent and the Lenders shall have received from the Borrower a Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants specified in Sections 9.14 and 9.15, in each case based on the financial statements most recently delivered pursuant to Section 8.12(a) [Quarterly Financial Statements] or 8.12(b) [Annual Financial Statements], as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of New any Incremental Loans pursuant thereto and after giving effect to (z) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (providediii) each of the representations and warranties contained in Article 6 shall be true and correct in all material respects, howeverexcept to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Change, thatin which case, such representation and warranty shall be true, correct and complete in all respects, on such Increased Amount Date with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); (iv) the proceeds of any New Incremental Loans shall be used for any purpose permitted hereunder; (v) any proposed Incremental Lender shall join this Agreement as a Permitted AcquisitionLender pursuant to a Lender Joinder Agreement; (vi) each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed with the other Obligations on a pari passu basis; (1) [reserved]; (2) in the case of each Incremental Loan: (I) such Incremental Loan shall be part of the Revolving Credit Facility, shall mature on the Expiration Date, shall bear interest and be entitled to fees, in each case at the rate applicable to the Revolving Credit Facility, and shall otherwise be subject to the same terms and conditions as the Revolving Credit Facility; (II) any Incremental Lender making any Incremental Loan shall be entitled to the same voting rights as the existing Lenders providing under the Revolving Credit Facility and (unless otherwise agreed by the applicable Incremental Lenders; provided that no such New agreement shall allow the Revolving Credit Commitments with respect to the Incremental Loan to be terminated prior to termination of the existing Revolving Credit Commitments) each Revolving Credit Loan funded by an Incremental Loan shall receive proceeds of prepayments on the same basis as the existing Revolving Credit Loans may waive any (such Default or Event prepayments to be shared pro rata on the basis of Default existing the original aggregate funded amount thereof); and (III) the outstanding Revolving Credit Loans and Ratable Shares of Swingline Loans and Letter of Credit Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount Date); (ii) Date among the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior Lenders to the Revolving Termination Date; Credit Facility (viiiincluding the Incremental Lenders providing such Incremental Loan) in accordance with their revised Ratable Shares (and the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect Lenders to the Loans under Revolving Credit Facility (including the applicable Facility shall be reasonably satisfactory Incremental Lenders providing such Incremental Loan) agree to the Administrative Agent (except make all payments and adjustments necessary to the extent permitted by clauses (vi) and (vii) above effect such reallocation and the last sentence of this paragraph); Borrower shall pay any and all costs required. (x3) such New Loans or New Incremental Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.11, without the consent of any other Lenders; and (4) the Borrower shall deliver or cause to be delivered any customary legal opinions (to be addressed to the Administrative Agent and all Incremental Lenders) or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Loan Party authorizing such Incremental Loans and/or Incremental Loan Commitments) reasonably requested by Administrative Agent in connection with any such transaction. (c) The Incremental Lenders shall be included in any determination of the Required Lenders and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (d) [Reserved.] (e) On any Increased Amount Date on which any Incremental Loan becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Loan Commitment shall become a Lender under the Revolving Credit Facility hereunder with respect to such Incremental Loan Commitment.

Incremental Loans. (a) The On or before the Term Loan Maturity Date or the Revolving Credit Maturity Date, as applicable, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one (i) incremental or more new additional term loan or revolving facilities (each, an “Incremental Term Facility”, and the commitments (thereunder the “New Incremental Term Loan Commitments”) hereunderor (ii) incremental or additional revolving credit facilities, which, for the avoidance of doubt, may include, at the option of Borrower, an increase in the size of the Revolving LC Sublimit on a dollar-for-dollar basis with the size of the Incremental Revolving Facility (subject to the consent of the Issuing Bank, in its sole and absolute discretion); provided that in no event shall the Revolving LC Sublimit exceed $80,000,000 at any time (each, an “Incremental Revolving Facility” and, together with the Incremental Term Facilities, the “Incremental Facilities”; and the commitments thereunder, the “Incremental Revolving Commitments” and, together with the Incremental Term Loan Commitments, collectively, the “Incremental Loan Commitments”). Subject to the terms and conditions set forth in this Section 2.22 and to the conditions precedent to each Credit Event set forth in Section 4.02 hereto, the Incremental Facilities shall be, in the case of any Incremental Term Facility, funded, or in the case of any Incremental Revolving Facility, available on the relevant Increased Amount Date; provided that (x) the aggregate amount for of all such New Commitments not in excess of the Maximum Incremental Facilities Amountshall not exceed the aggregate principal amount of $35,000,000, (y) each Incremental Term Facility shall be in an amount equal to at least $5,000,000 and (z) each Incremental Revolving Facility shall be in an amount equal to at least $5,000,000. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Incremental Loan Commitments shall be effective, which date shall be reasonably acceptable a date not less than five (5) Business Days after the date on which such notice is delivered to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Incremental Loan Commitments may elect or decline, in its sole discretion, to provide such New Incremental Loan Commitments. . (b) Such New Incremental Loan Commitments shall become effective as of such the applicable Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Incremental Loan Commitments and to the making of any Tranche of New Loans pursuant thereto and Borrowings on such date; (ii) after giving effect to such Incremental Loan Commitments and any Permitted Acquisition or similar Investment consummated Borrowings on such date each of the conditions set forth in connection therewith (provided, however, that, if the proceeds of any New Loans Section 4.02 shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness)satisfied; (iii) (A) the New Total Leverage Ratio after giving effect to such Incremental Loan Commitments, any Borrowings and use of proceeds thereof on such date on a Pro Forma Basis shall not exceed a level 0.50:1.00 lower than the Total Leverage Ratio then required to be maintained under Section 6.15 and (B) the Loan Parties shall be in compliance on a Pro Forma Basis with the Financial Covenants; provided, that, for purposes of the calculations set forth in clauses (iii)(A)-(C), such calculations with respect to Incremental Revolving Credit Commitments shall assume a borrowing of the maximum amount of Loans available under such Incremental Revolving Credit Commitment and any other Incremental Revolving Credit Commitments previously made pursuant to this Section 2.22); (iv) the Incremental Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) except to the New extent that the applicable Joinder Agreement otherwise provides, the Incremental Loans that are term loans (“New Incremental Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof of any Loan under such Incremental Facility shall not be earlier than the Term B2 Maturity Date and of the weighted average life Term Loans, in the case of any Incremental Term Facility, or the Revolving Loans, in the case of any Incremental Revolving Facility; (vii) the Weighted Average Life to maturity Maturity applicable to any Incremental Term Facility shall be equal to or greater than Weighted Average Life to Maturity of the weighted average life to maturity of existing Term B2 LoansLoan Facility; (viiviii) in the case of any New Loans that are increase in revolving loans or commitments (“New Incremental Revolving Loans”) the maturity date (A) such loans shall mature no earlier than, and require no scheduled amortization or mandatory commitment termination date thereof shall not be earlier than reduction prior to, the Revolving Termination Date Credit Maturity Date, (B) all other terms (other than pricing, upfront fees and such New Revolving Loans unused commitment fees) shall not require any scheduled commitment reductions prior be substantially identical to the existing Revolving Termination Date; Credit Facility (viii) in the New Revolving Loans shall share ratably or less in any mandatory prepayments reasonable discretion of the existing Administrative Agent) or otherwise reasonably acceptable to the Administrative Agent and (C) all other terms will be as agreed between the Borrower and the Incremental Revolving Lenders providing such Incremental Revolving Loans; (ix) in the case of any increase in term loans, all terms and documentation with respect to any New Loans which differ from those with respect Incremental Term Facility (A) shall be reasonably acceptable to the Administrative Agent, (B) will be as agreed between the Borrower and the Incremental Term Lenders providing such Incremental Loans and (C) other than in respect of the initial conditions to borrowing thereunder, shall not be more restrictive to the Parent and its Subsidiaries than the terms of the applicable existing Facility unless the Lenders under the applicable existing Facility shall be reasonably satisfactory to also receive the Administrative Agent benefit of the more restrictive terms (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraphwithout any consent being required); (x) such New Incremental Loans or New Incremental Loan Commitments shall be effected pursuant to one or more Joinder Agreements joinder agreements executed and delivered by the Borrower, the Administrative Agent and one or more New LendersIncremental Lenders and setting forth the terms applicable to such Incremental Loans and Incremental Loan Commitments (each, a “Joinder Agreement”); (xi) with respect the Incremental Loans shall rank pari passu in right of payment and security to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agentexisting Facility; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by the Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Collateral Documents providing for such New Incremental Loans to be secured therebythereby and, if applicable, a Borrowing Request; and (xiii) with respect to any New Term Loans incurred on or prior if the interest rate applicable to the date Incremental Loans under any Incremental Facility shall be higher than the corresponding interest rate on the applicable existing Facility by 0.25% or more, then the interest rate applicable to the applicable existing Facility shall be increased to a level that is 18 months after not less than 0.25% below such Incremental Facility (in each case, calculated for both the Closing DateIncremental Loans and the applicable existing Facility, if the Allin each case, inclusive of any original issue discount and upfront fees (with original issue discount being equated to interest based on an assumed four-In Yield relating year life to the New Term Loans exceeds the All-In Yield then in effect maturity with respect to the Term B2 Loans by more existing Facilities and, if the relevant Incremental Facility will have a maturity of less than 50 basis points four years, then based on the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so actual maturity for such Incremental Facility)); provided that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield in determining interest rates applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on or the date on which such New Loans are made shall be designated as a separate tranche applicable Incremental Facility, (a “Tranche”x) of customary arrangement or commitment fees payable in connection with the existing Term Loans or Revolving LoansFacility, as applicable, or to one or more arrangers (or their affiliates) of the applicable Incremental Facility shall be excluded and (y) if the LIBO Rate in respect of such Incremental Facility includes a floor greater than the floor applicable to the analogous existing Facility, such increased amount shall be equated to interest margin for all purposes of this Agreement, except as determining any increase to the relevant Joinder Agreement otherwise providesapplicable interest margin under the analogous existing Facility. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Incremental Loan Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable Joinder Agreement. (bc) On any Increased Amount Date on which any New Incremental Revolving Commitment become or Incremental Term Loan Commitment becomes effective, subject to the foregoing terms and conditions, each lender with a New an Incremental Revolving Commitment (each, a an “New Incremental Revolving Lender”) or an Incremental Term Loan Commitment (each, an “Incremental Term Lender” and together with the Incremental Revolving Lenders, collectively, the “Incremental Lenders”), to the extent not already a Lender, shall become a Lender hereunder with respect to such New Incremental Loan Commitment; provided that any financial institution that becomes an Incremental Lender that is not already a Lender hereunder shall be reasonably satisfactory to the Administrative Agent and the Borrower and, with respect to any Incremental Revolving Facility, to the L/C Issuer. (cd) The terms and provisions of the New Incremental Loan Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder AgreementAgreement and otherwise provided in this Section 2.22, identical to those of the applicable Loans and for purposes of this Agreement, any New Incremental Loans or New Incremental Loan Commitments shall be deemed to be Term Loans, Incremental Term Loans, Term Commitments, Incremental Term Loan Commitments, Revolving Loans Loans, Incremental Revolving Loans, Revolving Credit Commitments or Incremental Revolving Credit Commitments, as applicable. 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 reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.252.22. (e) This Section 2.22 shall supersede any provisions in Sections 2.13 and 9.08 to the contrary. Notwithstanding any other provision of any Loan Document, the Loan Documents may be amended by the Administrative Agent and the Loan Parties, if necessary, to provide for terms applicable to each Incremental Facility and/or Incremental Loan Commitment, as may be necessary.

Incremental Loans. (a) The Borrower may by written notice Subject to the Administrative Agent elect terms and conditions and in reliance upon the representations and warranties set forth herein, each First Incremental Lender hereby agrees (severally and not jointly) to request make an Incremental Loan to the establishment of one or more new term loan or revolving commitments (Borrower on the “New Commitments”) hereunder, First Incremental Amendment Closing Date in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an principal amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New First Incremental Commitment (each, a “New LenderFirst Incremental Loan” and collectively, the “First Incremental Loans”); provided that each First Incremental Loan made on the First Incremental Amendment Closing Date shall be funded net of additional interest in an amount equal to 1.0% of the principal amount of such First Incremental Loan. Amounts borrowed under this Section 2(a) and repaid or prepaid may not be reborrowed. The Incremental Loan Maturity Date for the First Incremental Loans shall become a Lender hereunder with respect to such New Commitmentbe January 15, 2015. (b) Unless the context shall otherwise require, the First Incremental Lenders shall constitute “Lenders” and the First Incremental Loans shall constitute “Loans”, in each case for all purposes of the Credit Agreement and the other Loan Documents. (c) The terms and provisions proceeds of the New First Incremental Loans shall be used by the Borrower to pay fees and expenses incurred in connection with this Amendment, to provide working capital for exploration and production operations and for general corporate purposes. (d) Unless previously terminated, the First Incremental Commitments shall terminate upon the earlier to occur of any Tranche shall be, except as otherwise set forth in (i) the relevant Joinder Agreement, identical to those making of the applicable First Incremental Loans on the First Incremental Amendment Closing Date and (ii) 5:00 p.m., New York City time, on April 15, 2011. (e) This Amendment shall constitute (i) the written notice required to be delivered by the Borrower with respect to the First Incremental Commitments pursuant to Section 2.08(a) of the Credit Agreement and (ii) an Incremental Loan Assumption Agreement for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 Section 2.08(b) of the Credit Agreement. (f) Upon the making of the First Incremental Loans on the First Incremental Amendment Closing Date, the Administrative Agent, Agent will provide a copy of Annex I as in effect on such date to effect the provisions of this Section 2.25Borrower and each Lender (including each First Incremental Lender).

Incremental Loans. (a) The Borrower may at any time, by written notice to Administrative Agent, request that, subject to the Administrative Agent elect to request the establishment of following conditions and otherwise in accordance with this Agreement, Lenders and/or New Lenders provide (w) one or more new term loan or revolving commitments facilities (the “New Incremental Term Facilities”), (x) one or more delayed draw term loan facilities (the “Incremental Delayed Draw Term Facilities”), (y) additional Revolving Credit Commitments (the “Incremental Revolving Credit Commitments”) hereunderand/or (z) one or more additional revolving credit facilities (the “Incremental Revolving Facilities” and, in together with the Incremental Term Facilities, the Incremental Delayed Draw Term Facilities and the Incremental Revolving Credit Commitments, collectively, the “Incremental Facilities” and individually an aggregate amount for all such New Commitments not in excess of the Maximum “Incremental Facilities Amount. Each such notice shall specify Facility”); provided, that on the date that any such Incremental becomes effective (each, an the “Increased Amount Incremental Facility Effective Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that ): (i) no Default or Event of Default shall exist on have occurred and be continuing or result from such Increased Amount Date before or Incremental Facility and/or the Incremental Loans made pursuant to such Incremental Facility; (ii) after giving effect to all Incremental Loans made under such New Commitments and to Incremental Facility of the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisitionapplicable Incremental Facility Effective Date, the Lenders providing such New Loans may waive any such Default or Event Borrower will be in compliance on a pro forma basis with the provisions of Default existing on the applicable Increased Amount Date); Section 7.1(a) and Section 7.1(b) (ii) the proceeds of any New Loans shall be used for general corporate purposes determined as of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted last day of the most recent fiscal quarter for which financial statements are required to be delivered under Section 7.7 6.1(a) or Section 6.1(b) as if such Incremental Loans had been funded and prepayments or refinancing the application of Permitted Other Indebtednesssuch proceeds had occurred on such last day); (iii) the New terms of such Incremental Facility and the applicable Incremental Loans shall share ratably are in the Collateralcompliance with Section 2.8(c) below; (iv) no Lender the Borrower shall be obligated to provide any portion have received all approvals from all applicable Governmental Authorities necessary or, in the discretion of any New Commitmentthe Administrative Agent, advisable in connection with such Incremental Facility; (v) the New Loans that are term loans (“New Term Loans”) Borrower shall share ratably have delivered to the Administrative Agent a legal opinion of each such special or less in any mandatory prepayments of local counsel as may be reasonably requested by the existing Term LoansAdministrative Agent with respect to such Incremental Facility and the applicable Incremental Facility Amendments; (vi) in the case Borrower shall have delivered to the Administrative Agent title and extended coverage insurance for each real property Collateral covering the amount of any New Term Loans, such Incremental Facility containing such endorsements and affirmative coverage as the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 LoansAdministrative Agent may reasonably request; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement may, without the consent of any other Lenders, effect such execute conforming amendments to this Agreement and the other Loan Documents as may be necessary or appropriate(collectively, the “Incremental Facility Amendments”) to reflect such Incremental Facility without the consent of any Lender, including, without limitation, to provide for the terms set forth in the opinion of the Administrative AgentIncremental Facility Activation Notice described below or Section 2.8(c), to effect the provisions of this Section 2.25.and

Incremental Loans. (a) The At any time until 30 days prior to the Revolving Credit Maturity Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (the an “New CommitmentsIncremental Revolving Credit Commitment”) hereunderto make incremental revolving credit loans (any such increase, in an “Incremental Revolving Credit Increase” and the loan made thereunder, “Incremental Loans”); provided that (1) the total aggregate amount for all such New Incremental Revolving Credit Commitments shall not in excess (as of any date of incurrence thereof) exceed $40,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountRevolving Credit Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Commitment shall be effective, which date shall be a date not less than 20 Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Revolving Credit Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Revolving Credit Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Revolving Credit Commitment. Such New Commitments Any Incremental Revolving Credit Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments (1) any Incremental Revolving Credit Commitment and to (2) the making of any Tranche of New Incremental Loans pursuant thereto thereto; (B) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating that the Borrower will be in compliance on a pro forma basis with the financial covenants set forth in Section 8.15 (provided that the Consolidated Total Indebtedness to Consolidated Capitalization Ratio shall be less than 62.5%) both before and after giving effect to (1) any Permitted Acquisition or similar Investment consummated in connection therewith Incremental Revolving Credit Commitment and (provided, however, that, if 2) the proceeds making of any New Incremental Loans shall be used for a Permitted Acquisitionpursuant thereto, and assuming the Lenders providing all Incremental Loans under such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Incremental Revolving Credit Increase have been made; (iiC) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries Subsidiaries; (including, without limitation, Permitted Acquisitions D) each Incremental Revolving Credit Commitment (and Investments permitted under Section 7.7 the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (viE) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New each Incremental Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points Credit Increase (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) The At any time after the Closing Date and prior to the Facility Termination Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Aggregate Commitment (the any such increase, an “New CommitmentsIncremental Revolving Credit Commitment”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase”); provided that (1) the total aggregate principal amount for all such New Commitments increases during the term of this Agreement shall not in excess of exceed $200,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountRevolving Credit Increase shall not be less than $15,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Increase shall be effective. The Borrower may invite any Lender, which date shall be any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that any Lender offered or approached Agent to provide all or a portion of an Incremental Revolving Credit Commitment (any New Commitments may elect or declinesuch Person, in its sole discretion, to provide such New Commitmentsan “Incremental Lender”). Such New Any Incremental Revolving Credit Commitments shall become effective as of such Increased Amount Date; provided that that: (ia) no Unmatured Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments Date; (b) each of the representations and warranties contained in Article 5 shall be true and correct in all material respects, except to the making of extent any Tranche of New Loans pursuant thereto such representation and after giving effect warranty is qualified by materiality or reference to any Permitted Acquisition or similar Investment consummated Material Adverse Effect, in connection therewith (providedwhich case, however, that, if the proceeds of any New Loans such representation and warranty shall be used true and correct in all respects, on such Increased Amount Date with the same effect as if made on and as of such date (except for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall be true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or Event reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects) as of Default existing such earlier date); (c) in the case of each Incremental Revolving Credit Increase: (i) the outstanding Revolving Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount DateDate among the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) in accordance with their revised Pro Rata Share (and the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to ‎Section 3.04 in connection with such reallocation as if such reallocation were a repayment); and (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New such Incremental Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Credit Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable (which Lender Joinder Agreement. (bAgreement(s) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.2.22);

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of (i) one or more new incremental term loan loans (each, an “Incremental Term Loan”) and/or (ii) one or revolving commitments more increases in the Commitments (each, a “Revolving Credit Increase” and, together with the Incremental Term Loans, the “New CommitmentsIncremental Increases”); provided that (i) hereunderthe aggregate principal amount of all Incremental Increases shall not exceed the Incremental Facilities Limit, in an (ii) the aggregate principal amount for all such New Commitments each Incremental Increase shall not in excess be less than $20,000,000 or, if less, the remaining amount of the Maximum Incremental Facilities AmountLimit, and (iii) the Borrower shall be permitted to request no more than five (5) Incremental Increases during the term of this Agreement. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Increase shall be effective, which date shall be a date not less than ten (10) Business Days (or such shorter period agreed to by the Administrative Agent) after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any other Person reasonably acceptable satisfactory to the Administrative Agent (to be added as a Lender pursuant to a joinder agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent; provided that any ), to provide an Incremental Increase. Any proposed Lender offered or approached to provide all or a portion of any New Commitments Incremental Increase may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Increase. (b) The Administrative Agent and the Borrower shall determine the effective date (the “Increase Effective Date”) and the final allocation of each Incremental Increase. Such New Commitments The Administrative Agent shall promptly notify the Borrower and the applicable Lenders of the final allocation of such Incremental Increase and the Increase Effective Date. Each Incremental Increase shall become effective as on the applicable Increase Effective Date, which in the case of such Increased Amount Datean Incremental Term Loan incurred solely to finance a substantially concurrent Limited Condition Transaction, shall be subject to Section 1.12; provided that that: (i) no Default or Event of Default shall exist on such Increased Amount Increase Effective Date before or after giving effect to such New Commitments and to Incremental Increase or the making of any Tranche of New initial Loans pursuant thereto thereto; (ii) the Administrative Agent and the Lenders shall have received from the Borrower a Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants set forth in Section 8.1, based on the financial statements most recently delivered pursuant to Section 7.3(a) or 7.3(b), as applicable, both before and after giving effect (on a pro forma basis) to (A) such Incremental Increase (with any Permitted Acquisition or similar Investment commitment pursuant to such Incremental Increase being deemed to be fully funded) and (B) any transaction permitted hereunder consummated in connection therewith therewith; (provided, however, that, if iii) each of the proceeds of any New Loans representations and warranties contained in Article VI shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans reference to Material Adverse Effect, in which case, such representation and warranty shall be used true, correct and complete in all respects, on such Increase Effective Date with the same effect as if made on and as of such date (except for general corporate purposes any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); (iv) each Incremental Increase shall constitute Obligations of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) will be secured by the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; Collateral on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New each Incremental Term Loans, Loan (the terms of which shall be set forth in the relevant Incremental Amendment): (A) the maturity date thereof of any such Incremental Term Loan shall not be earlier than the Maturity Date; 202564162_8 (B) the upfront fees, Applicable Margin pricing grid and any other pricing terms, if applicable, amortization and mandatory prepayments for any Incremental Term B2 Maturity Date Loan shall be determined by the applicable incremental Lenders and the weighted average life to maturity shall be equal to or greater than Borrower on the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination applicable Increase Effective Date; and (viiiC) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) except as provided above, all other terms and documentation with respect conditions applicable to any New Loans which differ from those with respect to the Loans under the applicable Facility Incremental Term Loan shall be reasonably satisfactory to the Administrative Agent (except to and the extent permitted by clauses Borrower; and (vi) in the case of each Revolving Credit Increase (the terms of which shall be set forth in the relevant Incremental Amendment): (A) on the applicable Increase Effective Date, the outstanding Revolving Credit Loans and Commitment Percentages of Swingline Loans and L/C Obligations will be reallocated by the Administrative Agent among the Lenders (viiincluding any new Lenders) above in accordance with their revised Commitment Percentages and the last sentence of this paragraph)Lenders (including any new Lenders) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment; and (xB) such New Loans or New Commitments each Revolving Credit Increase shall be on the same terms and conditions, including maturity, Applicable Margin and commitment fees, applicable to the Revolving Credit Facility; provided that any upfront fees payable by the Borrower to the Lenders under any Revolving Credit Increase may differ from those payable under the then existing Commitments. (c) Each Incremental Increase shall be effected pursuant to one or more Joinder Agreements an amendment to this Agreement executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New increasing Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.7) (each, an “Incremental Amendment”). (d) The Borrower shall deliver or cause to be delivered any customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of the Borrower authorizing such Incremental Increase) reasonably requested by Administrative Agent in connection with any such transaction. (e) The proceeds of any Incremental Increase may be used by the Borrower for working capital and other general corporate purposes, including the financing of Permitted Acquisitions and other investments and any other use not prohibited by this Agreement.

Incremental Loans. (a) The At any time after the Closing Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new incremental term loan or revolving commitments (the any such incremental term loan commitment, an “New CommitmentsIncremental Loan Commitment”) hereunderto make one or more additional term loans (any such additional term loan, in an “Incremental Loan”); provided that (x) the aggregate principal amount for of all such New Commitments Incremental Loans shall not in excess exceed $15,000,000, collectively, (y) the aggregate principal amount of the Maximum Loans then outstanding after giving effect to such Incremental Facilities AmountLoans shall not exceed $165,000,000 and (z) the aggregate principal amount of each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clauses (x) and (y). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be reasonably acceptable a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent (or such shorter period as may be agreed to by the Administrative Agent). The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Eligible Assignee, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided that that, if any such Incremental Lender is Standard General, any Incremental Loans made by it shall be subject to the restrictions set forth in Section 10.9(g) as if such Incremental Loans were purchased by it pursuant to Section 10.9(g). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments (x) any Incremental Loan Commitment and to (y) the making of any Tranche of New Incremental Loans pursuant thereto thereto; (ii) each of the representations and after giving effect to any Permitted Acquisition or similar Investment consummated warranties contained in connection therewith (provided, however, that, if the proceeds of any New Loans Article V shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case such representation and warranty shall be true and correct in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiiii) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (includingincluding Permitted Acquisitions, without limitation, Permitted Acquisitions and Investments permitted but excluding prepayments of any Indebtedness incurred under Section 7.7 and prepayments or refinancing 7.1(1) (unless accompanied by a permanent reduction of Permitted Other Indebtednesscommitments); (iii) the New Loans shall share ratably in the Collateral; ); (iv) no Lender each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments terms of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Incremental Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effectiverelevant Incremental Amendment, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.provided that:

Incremental Loans. (a) The On no more than three (3) occasions, at any time prior to the Maturity Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new term loan or revolving commitments (any such term loan commitment, a “Term Loan Commitment”) to make one or more term loans (any such term loan, a “Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Term Loans, the “Incremental Loans”); provided that (1) the total aggregate principal amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $50,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than thirty (30) days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , the Issuing Lenders and the Swingline Lender, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any Lender or any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments (1) any Incremental Loan Commitment and to (2) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing on such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Date pursuant thereto; (iiB) each Incremental Loan Commitment (and the proceeds of any New Incremental Loans made thereunder) shall be used for general corporate purposes constitute Obligations of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (vC) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Term Loans, Loan (the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity terms of which shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) 2.2.1 The Borrower shall use its commercially reasonable efforts to consummate the Financing with Eligible Stockholders in a manner consistent with Section 10.13 hereof and Schedule 10.13 hereto. The Borrower may at any time or from time to time after the Closing Date and on or prior to September 22, 2018, by written notice delivered to the Administrative Agent Agent, elect to request the establishment of one or more new term loan or revolving commitments loans (the “New CommitmentsIncremental Loans”) hereunderin connection with (and as part of) the consummation of the Financing with Eligible Stockholders in accordance with Section 10.13 and Schedule 10.13 hereto, in an aggregate amount for all such New Commitments Incremental Loans not in excess of the Maximum Incremental Facilities Amountto exceed $1,000,000. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments Incremental Loans shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments Incremental Loans may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loans. For the avoidance of doubt, any Eligible Stockholder purchasing Incremental Loans in connection with the Financing shall also be required to purchase a portion of HCP-FVA’s Series A Preferred Stock in connection with the Financing. Such New Commitments Incremental Loans shall become effective as of such Increased Amount Date; provided that (i) no Default the conditions set forth in Section 12.2 were satisfied or Event of Default shall exist waived on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date)Incremental Loans; (ii) the proceeds of any New Loans Borrower shall be used for general corporate purposes of in pro forma compliance with the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under financial covenant set forth in Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness)11.13; (iii) the New proceeds of any Incremental Loans shall be used as permitted pursuant to Section 10.6; (iv) the Incremental Loans shall share ratably in the Collateral; (iv) no Lender Collateral and shall be obligated to provide any portion of any New Commitmentbenefit ratably from the guarantees under the Guaranty and Collateral Agreement; (v) the New Incremental Loans that are term loans (“New Term Loans”) shall share no greater than ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof Incremental Loans shall not be earlier than mature on the Term B2 Loan Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 LoansDate; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Incremental Loans shall not require any scheduled commitment reductions prior be subject to the Revolving Termination Date; (viii) same terms and conditions as the New Revolving Loans shall share ratably or less in any mandatory prepayments of Initial Term Loans, including with respect to interest rate, except as the existing Revolving Loans; (ix) relevant Joinder Agreement otherwise provides, provided that all terms and documentation with respect to any New Incremental Loans which differ from those with respect to the Initial Term Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph)Agent; (xviii) such New Incremental Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; and (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xiiix) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by the Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Collateral Documents providing for such New Incremental Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.

Incremental Loans. (a) The Borrower may on one or more occasions, by written notice to the Administrative Agent elect to Agent, request the establishment making of one or more new term loan or revolving commitments Incremental Loans; provided that (i) the “New Commitments”making of any Incremental Loans shall require the prior written consent of the Required Lenders and (ii) hereunder, in an the aggregate amount for of all such New Commitments Incremental Loans after the Effective Date shall not in excess of the Maximum Incremental Facilities Amountexceed $10,000,000. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments Incremental Loans to be made, which shall be effective, a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent and the Required Lenders) after the date on which date shall be reasonably acceptable such notice is delivered to the Administrative Agent; provided , and (B) the amount of the Incremental Loans being requested (it being agreed that (x) any Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan may elect or decline, in its sole discretion, to provide such Incremental Loan and (y) any Person that the Borrower proposes to become an Incremental Lender, if such Person is not then a Lender, must be reasonably acceptable to the Administrative Agent and the Required Lenders). (b) The terms and conditions of any Incremental Loans shall be, except as otherwise set forth herein or in the applicable Incremental Amendment, identical to those of the New Commitments. Such New Commitments shall become effective as Money Loans that are then outstanding, provided that the only conditions to funding of such Increased Amount Date; Incremental Loans contained in the applicable Incremental Amendment shall be the conditions set forth in Section 4.02 (provided that (i) no Default for the purposes of determining whether or Event of Default shall exist on such Increased Amount Date before not any Borrowing Base Deficiency exists or after giving effect to such New Commitments and to would result from the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Incremental Loans, such Incremental Amendment shall amend the maturity date thereof shall not be earlier than definition of Advance Rate to increase the Term B2 Maturity Date and the weighted average life percentage as necessary to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 permit such Incremental Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except ), to the extent permitted by clauses applicable at such time to such Incremental Loans. (vic) and (vii) above and the last sentence of this paragraph); (x) such New Any Incremental Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements Incremental Amendments executed and delivered by the Borrower, each Incremental Lender providing such Incremental Loans and the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement Incremental Amendment may, without with the consent of any other the Required Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative AgentAgent and the Required Lenders, to give effect to the provisions of this Section 2.25Section. (d) Upon the making of an Incremental Loan by any Incremental Lender, such Incremental Lender shall be deemed to be a “Lender” hereunder, and henceforth shall be entitled to all the rights of, and benefits accruing to, Lenders hereunder and shall be bound by all agreements, acknowledgements and other obligations of Lenders hereunder and under the other Loan Documents. Upon the making of any Incremental Loans, such Incremental Loans shall be deemed to be and treated as New Money Loans for all purposes of this Agreement. (e) Incremental Roll-Up Loans shall be deemed made pursuant to such terms as provided in the Final DIP Order or any applicable order entered into by the Bankruptcy Court. After such deemed making, the terms and conditions of any Incremental Roll-Up Loans shall be identical to those of the Roll-Up Loans that are then outstanding.

Incremental Loans. (a) The At any time after the Closing Date and prior to the Facility Termination Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Aggregate Commitment (the any such increase, an “New CommitmentsIncremental Revolving Credit Commitment”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase”); provided that (1) the total aggregate principal amount for all such New Commitments increases during the term of this Agreement shall not in excess of exceed $300,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountRevolving Credit Increase shall not be less than $15,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Increase shall be effective. The Borrower may invite any Lender, which date shall be any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that any Lender offered or approached Agent to provide all or a portion of an Incremental Revolving Credit Commitment (any New Commitments may elect or declinesuch Person, in its sole discretion, to provide such New Commitmentsan “Incremental Lender”). Such New Any Incremental Revolving Credit Commitments shall become effective as of such Increased Amount Date; provided that that: (ia) no Unmatured Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments Date; (b) each of the representations and warranties contained in Article 5 shall be true and correct in all material respects, except to the making of extent any Tranche of New Loans pursuant thereto such representation and after giving effect warranty is qualified by materiality or reference to any Permitted Acquisition or similar Investment consummated Material Adverse Effect, in connection therewith (providedwhich case, however, that, if the proceeds of any New Loans such representation and warranty shall be used true and correct in all respects, on such Increased Amount Date with the same effect as if made on and as of such date (except for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall be true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or Event reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects) as of Default existing such earlier date); (c) in the case of each Incremental Revolving Credit Increase: (i) the outstanding Revolving Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount DateDate among the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) in accordance with their revised Pro Rata Share (and the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to ‎Section 3.04 in connection with such reallocation as if such reallocation were a repayment); and (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New such Incremental Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Credit Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable (which Lender Joinder Agreement. (bAgreement(s) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.22); (d) No existing Lender shall be obligated to participate in any Incremental Revolving Credit Increase, and each Lender’s decision to provide (or not provide) an Incremental Revolving Credit Commitment in any instance shall be made in such L▇▇▇▇▇’s sole and absolute discretion in each case. (e) On any Increased Amount Date on which any Incremental Revolving Credit Increase becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Revolving Credit Commitment shall become a Lender hereunder.

Incremental Loans. (a) The Borrower may by written Provided there exists no Default or Event of Default, upon notice to the Administrative Agent elect (which shall promptly notify the then-existing Lenders and potential new Lenders), Borrower may from time to time request incremental Loans (“Incremental Loans”) in an aggregate principal amount of $40,000,000. At the establishment time of one sending such notice, Borrower (in consultation with the Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten Business Days from the date of delivery of such notice to Lenders). (b) Each Lender shall notify the Agent within such time period whether or more new term loan or revolving commitments not it agrees to fund such requested Incremental Loan. Any Lender not responding within such time period shall be deemed to have declined such request. The Agent shall notify Borrower and each Lender of Lenders’ responses to each request made hereunder. In connection with such a request, Borrower may also invite additional Eligible Assignees to become Lenders pursuant to a joinder agreement in form and substance satisfactory to the Agent and its counsel. (c) If Incremental Loans are to be funded in accordance with this Section 2.14, Agent and Borrower shall determine the effective date (the “New Commitments”) hereunder, in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount Increase Effective Date”) on which and the final allocation of the commitments for such Incremental Loans. Agent shall promptly notify Borrower proposes that and Lenders of the New Commitments final allocation of such increase and the Increase Effective Date. All Incremental Loans, when funded in accordance with this Section 2.14, shall be effectivedeemed to be “Committed Loans” under Section 2.01. (d) As a condition precedent to such Incremental Loans, which date Borrower shall be reasonably acceptable deliver to Agent a certificate of each Loan Party dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such Incremental Loans, and, (ii) in the case of Borrower, including a Compliance Certificate demonstrating pro forma compliance with Section 7.12 after giving effect to such Incremental Loans and (iii) certifying that, before and after giving effect to such Incremental Loans, the representations and warranties contained in Article V are true and correct on and as of the Increase Effective Date (except to the Administrative Agent; provided extent that any Lender offered or approached such representations and warranties specifically refer to provide all or a portion of any New Commitments may elect or declinean earlier date, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective which case they are true and correct as of such Increased Amount Dateearlier date, and except that for purposes of this Section 2.14, the representation and warranties contained in subsections (a), (b) and (c) of Section 5.05 shall be deemed to refer to the most recent statement furnished pursuant to clauses (a), (b) and (c), respectively, of Section 6.01) and no Default or Event of Default exists. Borrower shall deliver new or amended Committed Loan Notes reflecting the increased outstanding Loans of any Lender holding or requesting a Note. (e) This Section shall supersede any provisions in Section 10.01 to the contrary. No consent of any Lender (other than the Lenders participating in any Incremental Loan) shall be required for any Incremental Loans pursuant to this Section 2.14. The Incremental Loans (a) shall rank pari passu in right of payment with the initial Loans made on the Closing Date (the “Closing Date Loans”), (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date), (c) shall be treated substantially the same as (and in any event no more favorably than) the Closing Date Loans and (d) shall not have a weighted average life that is shorter than that of the then-remaining weighted average life of the Closing Date Loans; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments the terms and to the making of any Tranche of New Loans pursuant thereto and after giving effect conditions applicable to any Permitted Acquisition tranche of Incremental Loans maturing after the Maturity Date may provide for material additional or similar Investment consummated in connection therewith (provided, however, that, if different financial or other covenants or prepayment requirements applicable only during periods after the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Maturity Date and (ii) the proceeds of any New Incremental Loans shall may be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier priced differently than the Term B2 Maturity Closing Date and the weighted average life to maturity shall Loans. Incremental Loans may be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected made hereunder pursuant to one an amendment or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; restatement (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the an “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “TrancheIncremental Loan Amendment”) of Term Loans or Revolving Loansthis Agreement and, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubtappropriate, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined other Loan Documents, executed by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditionsBorrower, each lender with a New Commitment (eachLender participating in such tranche, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) if any, and Agent. The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement Incremental Loan Amendment may, without the consent of any other Lenders, effect such technical amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.252.14.

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more additional term loans (any such additional term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments or Extended Revolving Credit Commitments (any such increase, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loans, the “Incremental Loans”); provided that (1) the total aggregate principal amount for all such New Incremental Loan Commitments incurred after the Closing Date shall not in excess (as of any date of Incurrence thereof) exceed $100,000,000, (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1), and (3) the aggregate Incremental Term Loan Commitments and Incremental Term Loans shall not exceed zero dollars at any time. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than 5 Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date immediately before or immediately after giving effect to such New Commitments (1) any Incremental Loan Commitment and to (2) the making of any Tranche of New Incremental Loans pursuant thereto thereto, provided that in connection with any Incremental Loan Commitment Incurred to finance a Permitted Acquisitions, this clause (A) shall apply only to any Event of Default under Section 10.1(a), (b), (i) or (j), but subject to, if agreed by the Incremental Lenders providing such Incremental Loan Commitment, customary “SunGard” protections or limited conditionality, as applicable; (B) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the (1) Borrower is in compliance with the financial covenants set forth in Section 9.15 based on the financial statements most recently delivered pursuant to Section 8.1(a) or 8.1(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of any Incremental Loans pursuant thereto (with any Incremental Loan Commitment being deemed to be fully funded) and (z) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if C) each of the proceeds of any New Loans Specified Representations shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case, such representation and warranty shall be true, and correct in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiD) each Incremental Loan Commitment (and the proceeds of any New Incremental Loans made thereunder) shall be used for general corporate purposes constitute Obligations of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Incremental Term Loans, Loan (the maturity date thereof terms of which shall be set forth in the relevant Lender Joinder Agreement): (x) such Incremental Term Loan will not be earlier than the Term B2 Maturity Date and the have a shorter weighted average life to maturity shall be equal to or greater than the remaining weighted average life to maturity of the Initial Term B2 Loans; (vii) in the case of any New Loans that are revolving loans Loan or commitments (“New Revolving Loans”) the a maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Term Loan Maturity Date and such New Revolving Loans shall not require any scheduled commitment reductions prior otherwise have terms customarily associated with “term loan A loans”; (y) subject to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); clause (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrowerabove, the Administrative Agent pricing, interest rate margins, discounts, premiums, rate floors and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications fees and maturity and amortization schedule applicable to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Incremental Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments Loan shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement.Incremental Lenders; and (bz) On any Increased Amount Date on which any New Commitment become effectiveexcept as provided above, subject all other terms and conditions applicable to such Incremental Term Loan shall, except to the foregoing extent otherwise provided in this Section 5.13, be identical to the terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect conditions applicable to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Initial Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.Loan;

Incremental Loans. (a) The At any time after the Closing Date and prior to the Facility Termination Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Aggregate Commitment (the any such increase, an “New CommitmentsIncremental Revolving Credit Commitment”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase”); provided that (1) the total aggregate principal amount for all such New Commitments increases during the term of this Agreement shall not in excess of exceed $200,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountRevolving Credit Increase shall not be less than $15,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Increase shall be effective. The Borrower may invite any Lender, which date shall be any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that any Lender offered or approached Agent to provide all or a portion of an Incremental Revolving Credit Commitment (any New Commitments may elect or declinesuch Person, in its sole discretion, to provide such New Commitmentsan “Incremental Lender”). Such New Any Incremental Revolving Credit Commitments shall become effective as of such Increased Amount Date; provided that that: (ia) no Unmatured Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments Date; (b) each of the representations and warranties contained in Article 5 shall be true and correct in all material respects, except to the making of extent any Tranche of New Loans pursuant thereto such representation and after giving effect warranty is qualified by materiality or reference to any Permitted Acquisition or similar Investment consummated Material Adverse Effect, in connection therewith (providedwhich case, however, that, if the proceeds of any New Loans such representation and warranty shall be used true and correct in all respects, on such Increased Amount Date with the same effect as if made on and as of such date (except for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall be true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or Event reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects) as of Default existing such earlier date); (c) in the case of each Incremental Revolving Credit Increase: (i) the outstanding Revolving Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount DateDate among the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) in accordance with their revised Pro Rata Share (and the Lenders (including the Incremental Lenders providing such Incremental Revolving Credit Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to ‎Section 3.04 in connection with such reallocation as if such reallocation were a repayment); and (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New such Incremental Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Credit Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable (which Lender Joinder Agreement. (bAgreement(s) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.22); (d) No existing Lender shall be obligated to participate in any Incremental Revolving Credit Increase, and each Lender’s decision to provide (or not provide) an Incremental Revolving Credit Commitment in any instance shall be made in such Lender’s sole and absolute discretion in each case. (e) On any Increased Amount Date on which any Incremental Revolving Credit Increase becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Revolving Credit Commitment shall become a Lender hereunder.

Incremental Loans. At any time prior to (ai) The the Latest Term Loan Maturity Date, the Borrower may by written may, upon ten Business Days’ notice to the Administrative Agent elect (or such lesser notice as agreed to request by the establishment of Administrative Agent), add one or more additional tranches of incremental term facilities and/or increase the principal amount of the Term Loans of any existing Class by requesting new term loan commitments to provide such Term Loans (any such new tranche or increase, an “Incremental Term Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”) and/or (ii) the Latest Revolving Credit Maturity Date, the Borrower may add one or more additional tranches of incremental revolving facilities and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class by requesting new revolving loan commitments to provide Revolving Loans (any such new tranche or increase, an “Incremental Revolving Facility” and, together with any Incremental Term Facility, the “New CommitmentsIncremental Facilities” (and each, an “Incremental Facility”) hereunder); the loans thereunder, in “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”); by an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify Cap, tested at the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agenttime of incurrence thereof; provided that (i) any such request for a new tranche or an increase of Incremental Term Loans shall be in a minimum amount of $5,000,000, and (ii) any such request for a new tranche or an increase of Incremental Revolving Loans shall be in a minimum amount of $5,000,000. The Borrower may invite (A) any Lender, any Affiliate of any Lender offered or approached and/or any Approved Fund, and/or (B) any other Person that would be an Eligible Assignee to provide all or a portion of the Incremental Commitments (any New such Person, an “Incremental Lender”); provided, that the Administrative Agent shall have a right to consent to any Person becoming an Incremental Lender pursuant to clause (B) above (such consent not to be unreasonably withheld or delayed) in each case, to the extent such consent would be required under Section 12.07(a)(i)(B). Any existing Lender offered or approached to provide a portion of the Incremental Commitments or any Incremental Loan may elect or decline, in its sole discretion, to provide such New Commitments. Such New a portion of the Incremental Commitments or any Incremental Loans and any existing Lender may elect to provide Incremental Commitments or Incremental Loans without the consent of any other Lender. (a) The Incremental Facilities shall become effective be subject to the following provisions, as of such Increased Amount Date; provided that applicable: (i) subject to, and except as otherwise provided in, clause (x) below, (A) no Default or Event of Default shall exist on such Increased Amount Date before immediately prior to or after giving effect to such New Commitments and to Incremental Facility, (B) the making of any Tranche of New Loans pursuant thereto and condition set forth in Section 4.02(b) shall be satisfied, (C) after giving effect to the incurrence of any Permitted Acquisition or similar Investment consummated Incremental Facility, the Borrower shall be in connection therewith compliance with the Financial Covenants calculated on a Pro Forma Basis as of the last day of the most recently ended Test Period, assuming a full drawing of such Incremental Facility (provided, however, that, if and without “netting” the cash proceeds of any New Loans such Incremental Facility) and (D) the Borrower shall be used for have delivered a Permitted Acquisitioncertificate of a Financial Officer to the effect set forth in clauses (A) through (C) above, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); together with reasonably detailed calculations demonstrating compliance with clause (C) above; (ii) the proceeds of subject to clauses (iv) and (v) below, any New Loans shall be used for general corporate purposes of Incremental Term Facility may otherwise have an amortization schedule as determined by the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); the lenders providing such Incremental Term Facility; (iii) the New Incremental Loans (A) shall share ratably rank pari passu in right of payment and with respect to security with the Secured Obligations, (B) may not be secured by any assets other than Collateral (provided that, in the Collateral; case of any Incremental Facility that is funded into Escrow or similar arrangement, such Incremental Facility may be secured by the applicable funds and related assets held in Escrow (including any related deposit of Cash or Cash Equivalents to cover interest and premium with respect to such Incremental Facility) (and the proceeds thereof) until such Incremental Facility is released from Escrow) and (C) may not be guaranteed by any Person who is not a Credit Party (it being understood that obligations of any Person with respect to any Escrow or other similar arrangement shall not constitute a guarantee by a Subsidiary that is a Non-Credit Party); (iv) no Lender shall be obligated any Incremental Term Loans will not have (A) a maturity date earlier than the then-existing Latest Term Loan Maturity Date or (B) a shorter Average Life to provide maturity than the remaining Average Life to maturity of the Initial Term Loans (without giving effect to any portion prepayment of any New Commitment; the Initial Term Loans that would otherwise modify the Average Life to maturity thereof); (v) any Incremental Revolving Loans will not have a maturity date earlier than (or require scheduled amortization or differing mandatory commitment reductions prior to) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the then-existing Term Loans; Latest Revolving Credit Maturity Date; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans event that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New of any Incremental Term Loans Facility effected exceeds the All-In Yield then in effect with respect to of the existing Term B2 Loans by more than 50 75 basis points points, then the Applicable Margin relating to (x) Percentage for the existing Term B2 Loans shall be adjusted increased to the extent necessary so that the All-In Yield relating to such New of the Term Loans does not exceed is equal to the All-In Yield applicable of such term loans incurred pursuant to such Incremental Term Facility minus 75 basis points; provided that, to the extent the All-In Yield with respect to such Incremental Term Facility is greater than such All-In Yield with respect to the existing Term B2 Loans solely as a result of a higher interest rate floor, then the increase to the Applicable Margin Percentage shall be effected solely by more than 50 basis points increasing the interest rate floor on the existing Term Loans; provided, further, that this clause (vi) shall not apply to any Incremental Term Facility after the amount first twenty-four (24) months following the Closing Date; (vii) except as otherwise permitted herein (including with respect to currency, margin, pricing (including any “most favored nation” or other pricing terms), interest rate margins, rate floors, fees, premiums (including prepayment premiums), funding discounts and, subject to clauses (iv) and (v) above, maturity and amortization), (A) the terms of any Incremental Term Facility, if not substantially consistent with those applicable to any then-existing term facility, must be reasonably acceptable to the Administrative Agent (it being agreed that any terms contained in such adjustmentIncremental Term Facility that are (x) applicable only after the then-existing Latest Term Loan Maturity Date and/or (y) more favorable to the lenders or the agent of such Incremental Term Facility than those contained in the Credit Documents and are then conformed (or added) to the Credit Documents for the benefit of the Term Lenders or the Administrative Agent, as applicable (i.e., by conforming or adding a term to the then-outstanding term facility pursuant to the applicable Incremental Facility amendment) shall be deemed acceptable to the Administrative Agent) (provided that, in the event such Incremental Term Facility contains a financial maintenance covenant, such financial maintenance covenant is conformed or added to the Credit Documents for the benefit of the Term Lenders) and (B) the terms of any Incremental Revolving Facility, if not substantially consistent with those applicable to any then-existing revolving facility must be reasonably acceptable to the Administrative Agent (it being agreed that any terms contained in such Incremental Revolving Facility that are (x) applicable only after the then-existing Latest Revolving Credit Maturity Date and/or (y) more favorable to the lenders or the agent of such Incremental Revolving Facility than those contained in the Credit Documents (including any financial maintenance covenant that is more favorable to the lenders or agent of such Incremental Revolving Facility than the Financial Covenants in Section 7.01) and are then conformed (or added) to the Credit Documents for the benefit of the Revolving Lenders or, as applicable, the “MFN Adjustment”Administrative Agent (i.e., by conforming or adding a term to the then-outstanding revolving facility pursuant to the applicable Incremental Facility revolving credit ma) shall be deemed satisfactory to the Administrative Agent) (which amendments may be implemented by the Borrower and the Administrative Agent without the consent of the Required Lenders or other Lenders required by Section 12.06; it being acknowledged and agreed by each Lender that (x) it hereby irrevocably authorizes and directs the Administrative Agent to enter into such amendment and (y) the All-In Yield applicable Administrative Agent, in its capacity as such shall have no liability with respect to such amendment and each Lender hereby irrevocably waives to the existing fullest extent permitted by Requirement of Law any claims against the Administrative Agent with respect to such amendment); (viii) mandatory prepayments (other than scheduled amortization payments) of Incremental Term B1 Loans shall be adjusted by an amount equal to made on a pro rata basis with all Initial Term Loans and all Initial Revolving Loans (and all then existing Additional Term Loans and all then existing Additional Revolving Loans requiring ratable prepayment), except that the MFN Adjustment; (xiv) there shall be no borrower (other than Borrower and the Borrower) and no guarantors (other than the Guarantors) Lenders in respect of such New Loans; and (xv) the New Incremental Term Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans permitted, in their sole discretion, to elect to prepay or Revolving Loansreceive, as applicable, outstanding any mandatory prepayments on the date a pro rata basis or less than pro rata basis (but not greater than pro rata basis) and any voluntary prepayments on which such New a pro rata or less than pro rata basis (but not greater than pro rata basis); (ix) mandatory prepayments (other than scheduled amortization payments) of Incremental Revolving Loans are made shall be designated as made on a separate tranche (a “Tranche”) of pro rata basis with all Initial Term Loans and all Initial Revolving Loans (and all then existing Additional Term Loans and all then existing Additional Revolving Loans requiring ratable prepayment), except that the Borrower and the Lenders in respect of such Incremental Revolving Loans shall be permitted, in their sole discretion, to elect to prepay or Revolving Loansreceive, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest any mandatory prepayments on a pro rata basis or less than pro rata basis (but not greater than pro rata basis) and the amortization schedule any voluntary prepayments on a pro rata or less than pro rata basis (if applicablebut not greater than pro rata basis); (x) of any New Commitments fees payable in connection with any Incremental Facility shall be determined by the Borrower and the arrangers and/or lenders providing such Incremental Facility; (xi) the proceeds of any Incremental Facility may be used for working capital and/or other general corporate purposes (including Capital Expenditures, Permitted Acquisitions, permitted Investments, Restricted Payments and Restricted Debt Payments and, in each case, related fees and expenses (so long as, in the case of Permitted Acquisitions, permitted Investments, Restricted Payments and Restricted Debt Payments, such proceeds are applied to such Permitted Acquisitions, permitted Investments, Restricted Payments and Restricted Debt Payments within ninety (90) days of the date up which the applicable New Incremental Facility is incurred)) and any other use permitted by this Agreement; and (xii) notwithstanding anything to the contrary in this Section 2.22 or in any other provision of any Credit Document, if the proceeds of any Incremental Facility are intended to be applied to finance a Permitted Acquisition or other similar permitted Investment and the Lenders providing such Incremental Facility so agree (and, in the case of any Incremental Revolving Facility, the Required Revolving Lenders so agree), notwithstanding clauses (a)(i)(A) and (a)(i)(B) above and subject to Section 1.02(b)(iv), (A) the only representations and warranties the accuracy of which shall be a condition to such Incremental Facility shall be (I) the representations and warranties made by the seller or the target of such Permitted Acquisition or other similar permitted Investment and under the acquisition agreement (or other equivalent agreement) that are (X) material to the interests of the Lenders and shall be set forth (Y) give the purchaser the right to terminate such acquisition agreement (or other equivalent agreement) in accordance with the terms thereof (as determined by the parties thereto) and (II) the Specified Representations (in the applicable Joinder Agreementcase of this clause (II), as is conformed to apply only to such Permitted Acquisition or other similar permitted Investment and the acquired business and as may be waived or modified in scope by the lenders providing such Incremental Facility) and (B) except as otherwise agreed by the lenders providing the relevant Incremental Facility in connection with a Permitted Acquisition or other similar permitted Investment, no Event of Default shall exist immediately prior to or after giving effect to such Incremental Facility. (b) On any Increased Amount Date on which any New Commitment become effectiveAny Incremental Facility shall be effected pursuant to an Incremental Facility Agreement executed and delivered by the Administrative Agent, subject to the foregoing terms Borrower and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this AgreementIncremental Lenders, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder which Incremental Facility 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 reasonable opinion of the Administrative AgentAgent and the Borrower, to effect the provisions of this Section 2.252.22. The Lenders hereby irrevocably authorize and direct the Administrative Agent to enter into any Incremental Facility Agreement and any amendment to any of the other Credit Documents with the Credit Parties as may be necessary in order to establish new tranches or sub-tranches in respect of Loans or Commitments increased or extended pursuant to this Section 2.22 and such technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches (which may include amending and restating the Credit Documents), in each case on terms consistent with this Section 2.22, including any changes to Section 2.06(a) necessary to ensure such Incremental Term Facilities are fungible with the existing term facility if such facility is intended to be of the same Class as the relevant existing term facility; it being acknowledged and agreed by each Lender that the Administrative Agent, in its capacity as such shall have no liability with respect to such amendments and each Lender hereby irrevocably waives to the fullest extent permitted by Requirements of Law any claims with respect to such amendments. (c) The Borrower shall deliver or cause to be delivered any customary legal opinions or other documents (including a resolution duly adopted by its Board of Directors authorizing the applicable Incremental Facility) reasonably requested by the Administrative Agent or the lenders providing such Incremental Facility in connection with any Incremental Facility. (d) On the effective date of any Incremental Commitment, each Incremental Lender that has agreed to provide such Incremental Commitments shall become a Lender hereunder. (e) On the date of the making of any Incremental Term Loans that will be of the same Class as any then-existing Class of Term Loans, and notwithstanding anything to the contrary set forth in Section 2.08, such Incremental Term Loans shall be added to (and constitute a part of and be of the same Type as and have, if applicable, the same Interest Period as) each Borrowing of outstanding Term Loans of such Class on a pro rata basis (based on the relative sizes of such Borrowings), so that each Term Lender providing such Incremental Term Loans will participate proportionately in each then outstanding Borrowing of Term Loans of such Class. (f) To the extent the Borrower elects to implement any Incremental Revolving Facility that establishes Revolving Credit Commitments of a new Class, then notwithstanding any other provision of this Agreement to the contrary, (1) the borrowing and repayment (except for (A) payments of interest and fees at different rates on the Revolving Credit Commitments (and related outstandings), (

Incremental Loans. (a) The At any time the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (i) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make an incremental term loan (any such incremental term loan, an “Incremental Term Loan”); or (ii) one or more increases in the Revolving Credit Commitments, an “Incremental Revolving Credit Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make incremental revolving credit loans (any such increase, in an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loan, the “Incremental Loans “); provided that (1) the total aggregate amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $50,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (B) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating that the Borrower will be in compliance on a pro forma basis with the financial covenants set forth in Section 9.15 both before and after giving effect to (1) any Incremental Loan Commitment, (2) the making of any Incremental Loans pursuant thereto and (3) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (iiC) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions Acquisitions); (D) each Incremental Loan Commitment (and Investments permitted under Section 7.7 the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated secured and guaranteed with the other Extensions of Credit on a pari passu basis; (E) (1) such Incremental Term Loan will mature and amortize in a manner reasonably acceptable to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Administrative Agent, the Incremental Lenders making such Incremental Term Loans”) shall share ratably or less Loan and the Borrower, but will not in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted event have a shorter average life to maturity shall be equal to or greater than the weighted remaining average life to maturity of the Initial Term B2 Loans; (vii) in the case of any New Loans that are revolving loans Loan or commitments (“New Revolving Loans”) the a maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Term Loan Maturity Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.;

Incremental Loans. (a) The Borrower may by written notice Subject to the Administrative Agent elect terms and conditions of this Agreement and the Credit Agreement, each Incremental Lender agrees to request make the establishment of one or more new term loan or revolving commitments 2023 Incremental Loans to the Borrower on the Incremental Effective Date in a principal amount not to exceed the amount set forth opposite such Incremental Lender’s name in Schedule 1 annexed hereto (the “New Commitments2023 Incremental Loan Commitment”) hereunder, ). Amounts repaid in an aggregate amount for all such New Commitments not in excess respect of the Maximum 2023 Incremental Facilities AmountLoans may not be reborrowed. Each such notice shall specify The 2023 Incremental Loan Commitment will terminate in full upon the date funding of the 2023 Incremental Loans on the Incremental Effective Date. (each, an “Increased Amount Date”b) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable Notwithstanding any provision to the Administrative Agent; provided that any Lender offered contrary herein or approached to provide all or a portion of any New Commitments may elect or declinein the Credit Agreement, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New 2023 Incremental Loans shall be used for a Permitted Acquisition, have identical terms as the Lenders providing such New existing Loans may waive any such Default or Event of Default existing on under the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries Credit Agreement (including, without limitation, Permitted Acquisitions with respect to maturity date, mandatory prepayments, and Investments permitted voluntary prepayments) and shall otherwise be subject to the provisions, including any provisions restricting the rights, or regarding the obligations, of the Loan Parties or any provisions regarding the rights of the Lenders, under Section 7.7 the Credit Agreement and prepayments the other Loan Documents, (ii) each reference to “Loan” in the Credit Agreement or refinancing of Permitted Other Indebtedness); the other Loan Documents shall be deemed to include the 2023 Incremental Loans hereunder and all other related terms will have correlative meanings mutatis mutandis, (iii) the New Loans shall share ratably in the Collateral; any Incremental Lender will be a Lender, (iv) no Lender on and after the Incremental Effective Date, the 2023 Incremental Loans and the Loans existing immediately prior to the Incremental Effective Date shall be obligated to provide any portion collectively constitute one tranche of any New Commitment; Loans under the Credit Agreement, and (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loansall principal, the maturity date thereof shall not be earlier than the Term B2 Maturity Date fees, premiums and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those interest with respect to the 2023 Incremental Loans under the applicable Facility (including prepayments) shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) paid ratably together with and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except same basis as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitmentother Loans. (c) The terms and provisions As of the New Commitments of any Tranche shall beIncremental Effective Date, except as otherwise set forth in after giving effect to the relevant Joinder Agreement, identical to those incurrence of the applicable 2023 Incremental Loans and for purposes hereunder, the aggregate principal amount of this Agreement, any New Loans or New Commitments shall be deemed outstanding pursuant to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder the Credit 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 2.25is $140,016,442.84.

Incremental Loans. (a) The At any time after the Closing Date and prior to the Maturity Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (the any such increase, an “New CommitmentsIncremental Revolving Credit Commitment”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Revolving Credit Increase”); provided that (1) the total aggregate principal amount for all such New Incremental Revolving Credit Commitments during the term of this Agreement shall not in excess exceed $300,000,000 and (2) the total aggregate amount for each Incremental Revolving Credit Increase shall not be less than a minimum principal amount of $25,000,000 or, if less, the Maximum Incremental Facilities Amountremaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Revolving Credit Increase shall be effective, which date shall be reasonably acceptable a date not less than ten (10) Business Days after the date on which such notice is delivered to the Administrative Agent; provided that . The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably satisfactory to the Administrative Agent, to provide an Incremental Revolving Credit Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Revolving Credit Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Revolving Credit Commitment. Such New Any Incremental Revolving Credit Commitments shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to (1) all Incremental Revolving Credit Commitments on such New Commitments and to Increased Amount Date, (2) the making of any Tranche Extensions of New Loans Credit pursuant thereto thereto, (3) any Permitted Acquisition consummated in connection therewith and (4) any permanent repayment of Indebtedness in connection therewith; (B) the Administrative Agent shall have received from the Borrower a Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the Borrower is in compliance with the financial covenants set forth in Section 9.10 based on the financial statements most recently delivered pursuant to Section 8.01(a) or 8.01(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) all Incremental Revolving Credit Commitments on such Increased Amount Date (with all such Incremental Revolving Credit Commitments being deemed to be fully funded on such Increased Amount Date for such purpose), (y) any Permitted Acquisition or similar Investment consummated in connection therewith and (provided, however, that, if z) any permanent repayment of Indebtedness in connection therewith; (C) each of the proceeds of any New Loans representations and warranties contained in Article VII shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiD) each Incremental Revolving Credit Commitment (and the proceeds Extensions of any New Loans Credit made thereunder) shall be used for general corporate purposes constitute Obligations of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (viE) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New each Incremental Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.Credit Increase:

Incremental Loans. (a) The Borrower Company may by written notice to the Administrative Agent and Syndication Agent elect to request (A) prior to the Revolving Commitment Termination Date, an increase to the existing Revolving Loan Commitments (any such increase, the “New Revolving Loan Commitments”) or (B) the establishment of one or more new term loan or revolving commitments Term Loan Commitments (the “New Term Loan Commitments”) hereunder), in an aggregate amount for all such New Commitments not in excess of $25,000,000 in the Maximum Incremental Facilities Amountaggregate and not less than $5,000,000 individually (or such lesser amount which shall be approved by Administrative Agent and Syndication Agent). Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower Company proposes that the New Revolving Loan Commitments or the New Term Loan Commitments, as applicable, shall be effective, which date shall be reasonably acceptable a date not less than 20 Business Days after the date on which such notice is delivered to Administrative Agent and Syndication Agent and (B) the Administrative Agentidentity of each Lender or other Person that is an Eligible Assignee (each, a “New Revolving Loan Lender” or “New Term Loan Lender”) to whom Company proposes any portion of such New Revolving Loan Commitments or the New Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that any Lender offered or approached to provide all or a portion of any the New Revolving Loan Commitments or the New Term Loan Commitments, as applicable, may elect or decline, in its sole discretion, to provide such a New CommitmentsRevolving Loan Commitment or New Term Loan Commitment. Such New Revolving Loan Commitments or New Term Loan Commitments shall become effective effective, as of such Increased Amount Date; provided that (i1) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Revolving Loan Commitments or New Term Loan Commitments, as applicable; (2) both before and after giving effect to the making of any Tranche Series of New Loans pursuant thereto Term Loans, each of the conditions set forth in Section 3.2 shall be satisfied; (3) Company and its Subsidiaries shall be in pro forma compliance with each of the covenants set forth in Section 6.8 as of the last day of the most recently ended Fiscal Quarter after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination DateLoan Commitments or New Term Loan Commitments, as applicable; (viii4) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans Loan Commitments or New Term Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the BorrowerCompany, the Administrative each New Revolving Loan Lender and/or each New Term Loan Lender, Syndication Agent and one or more New LendersAdministrative Agent, and each of which shall be recorded in the Register and shall be subject to the requirements set forth in Section 2.18(c); (xi5) Company shall make any payments required pursuant to Section 2.16(c) in connection with respect to any Mortgages that exist at the time of such New LoansRevolving Loan Commitments or the New Term Loan Commitments, modifications to such Mortgages may be recorded as applicable; and the Borrower (6) Company shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to . Unless such New Term Loans does not exceed the All-In Yield applicable to the existing are designated as additional Tranche B Term B2 Loans by more than 50 basis points (the amount of Loans, any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing New Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as designated, a separate tranche series (a “TrancheSeries”) of New Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement. On any Increased Amount Date on which New Revolving Loan Commitments are effected, except subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Lenders shall assign to each of the New Revolving Loan Lenders, and each of the New Revolving Loan Lenders shall purchase from each of the Revolving Loan Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans outstanding on such Increased Amount Date as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans will be held by the Borrower and the applicable New existing Revolving Loan Lenders and shall be set forth New Revolving Loan Lenders ratably in accordance with their Revolving Loan Commitments after giving effect to the applicable Joinder Agreement. addition of such New Revolving Loan Commitments to the Revolving Loan Commitments, (b) each New Revolving Loan Commitment shall be deemed for all purposes a Revolving Loan Commitment and each Loan made thereunder (a “New Revolving Loan”) shall be deemed, for all purposes, a Revolving Loan and (c) each New Revolving Loan Lender shall become a Lender with respect to the New Revolving Loan Commitment and all matters relating thereto. On any Increased Amount Date on which any New Commitment become Term Loan Commitments of any Series are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each lender with New Term Loan Lender of any Series shall make a New Commitment Loan to Company (each, a “New LenderTerm Loan”) in an amount equal to its New Term Loan Commitment of such Series, and (ii) each New Term Loan Lender of any Series shall become a Lender hereunder with respect to the New Term Loan Commitment of such Series and the New Commitment. Term Loans of such Series made pursuant thereto. Administrative Agent shall notify Lenders promptly upon receipt of Company’s notice of each Increased Amount Date and in respect thereof (cy) the New Revolving Loan Commitments and the New Revolving Loan Lenders or the Series of New Term Loan Commitments and the New Term Loan Lenders of such Series, as applicable, and (z) in the case of each notice to any Revolving Loan Lender, the respective interests in such Revolving Loan Lender’s Revolving Loans, in each case subject to the assignments contemplated by this Section. The terms and provisions of the New Term Loans and New Term Loan Commitments of any Tranche Series shall be, except as otherwise set forth herein or in the relevant Joinder Agreement, identical to those the Tranche B Term Loans. The terms and provisions of the applicable New Revolving Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed identical to the Revolving Loans. In any event (i) the weighted average life to maturity of all New Term Loans of any Series shall be no shorter than the weighted average life to maturity of the Tranche B Term Loans, Revolving (ii) the applicable New Term Loan Maturity Date of each Series shall be no shorter than the final maturity of the Term Loan Maturity Date, and (iii) the rate of interest applicable to the New Term Loans or Revolving Commitments, as applicable. Each of each Series shall be determined by Company and the applicable new Lenders and shall be set forth in each applicable Joinder Agreement Agreement; provided however that the interest rate applicable to the New Term Loans shall not be greater than the highest interest rate that may, without under any circumstances, be payable with respect to Tranche B Term Loans plus .25% per annum unless the consent of any other Lenders, effect such amendments interest rate with respect to this Agreement and the other Tranche B Term Loan Documents is increased so as may be necessary or appropriate, in to equal the opinion of interest rate applicable to the Administrative Agent, to effect the provisions of this Section 2.25New Term Loans.

Incremental Loans. (a) The Borrower may may, by written notice to the Administrative Agent elect from time to time, request Incremental Commitments in an amount not to exceed the establishment Incremental Loan Amount determined as of the date of such request from one or more new term loan or revolving commitments (the “New Commitments”) Incremental Lenders, which may include any existing Lender; provided that each Incremental Lender, if not already a Lender hereunder, in an aggregate amount for all such New Commitments not in excess shall be subject to the approval of the Maximum Administrative Agent (which approval shall not be unreasonably withheld, conditioned or delayed). Such notice shall set forth (i) the amount of the Incremental Facilities Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $25,000,000 or such lesser amount equal to the remaining Incremental Loan Amount. Each ), (ii) the date on which such Incremental Commitments are requested to become effective (which shall not be less than 10 Business Days (or such shorter period as the Administrative Agent and the relevant Incremental Lenders may agree) nor more than 60 days after the date of such notice), and (iii) whether such Incremental Commitments are commitments to make additional Loans or commitments to make loans with terms different from the Loans (“Other Loans”), in which case such notice shall specify the date terms of such Other Loans. (eachb) The Borrower and each Incremental Lender shall execute and deliver to the Administrative Agent an Incremental Loan Assumption Agreement, an “Increased Amount Date”Incremental Joinder Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Commitment of each Incremental Lender. Each Incremental Loan Assumption Agreement shall specify the terms of the Incremental Loans to be made thereunder; provided that, without the prior written consent of the Majority Lenders, (i) on which the Borrower proposes that the New Commitments final maturity date of any Other Loans shall be effectiveno earlier than the Maturity Date, which date (ii) the Average Life of any Other Loans shall be no shorter than the Average Life of the Loans, (iii) if the yield on such Other Loans (as determined by the Administrative Agent and reasonably acceptable to the Administrative AgentMajority Lenders to be equal to the sum of (x) the interest rate per annum on such Other Loans and (y) if such Other Loans are initially made at a discount or the Lenders making the same receive a fee directly or indirectly from the Borrower or any Subsidiary for doing so (the amount of such discount or fee, expressed as a percentage of the Other Loans, being referred to herein as “OID”), the amount of such OID divided by the lesser of (A) the Average Life of such Other Loans and (B) four and (z) any transaction fees, commitment fees, exit fees (other than any prepayment premium) or other similar fees payable in respect of the Other Loans and the fair market value of any warrants, options, stock or other non-cash consideration payable in respect thereof) exceeds by more than 25 basis points the interest rate per annum then in effect for existing Loans (the amount of such excess being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for such Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Loans; provided that for purposes of determination in this clause (iii) if the interest rate with respect to such Other Loans is fixed, the Administrative Agent shall convert the interest rate on such Other Loans to its swap equivalent floating rate or convert the interest rate on the existing Loans to its swap equivalent fixed rate and taking into account any Lender offered or approached floor included in such floating rate, and (iv) if the optional prepayment of such Other Loans during any period is subject to provide all or a portion prepayment premium that would exceed the Applicable Prepayment Premium in respect of the Loans during such period (without regard to the amount of any New Commitments may elect or declineApplicable Prepayment Premium applicable to the Loans in prior periods) by more than 25 basis points, then the Applicable Prepayment Premium shall be increased by an amount equal to the amount by which such prepayment premium exceeds the Applicable Prepayment Premium in its sole discretionrespect of the Loans. The other terms of the Incremental Loans and the Incremental Loan Assumption Agreement, to provide the extent not consistent with the terms applicable to the Loans hereunder, shall otherwise be reasonably satisfactory to the Administrative Agent and, to the extent that such New CommitmentsIncremental Loan Assumption Agreement contains any covenants, events of default, representations or warranties or other rights or provisions that place greater restrictions on the Borrower and the Restricted Subsidiaries or are more favorable to the Lenders making such Other Loans, the existing Lenders shall be entitled to the benefit of such rights and provisions so long as such Other Loans remain outstanding and such additional rights and provisions shall be deemed automatically incorporated by reference into this Agreement, mutatis mutandis, as if fully set forth herein, without any further action required on the part of any Person effective as of the date of such Incremental Loan Assumption Agreement. Such New Commitments The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Loan Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Loan Assumption Agreement, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Commitment and the Incremental Loans evidenced thereby. (c) Notwithstanding the foregoing, no Incremental Commitment shall become effective as of such Increased Amount Date; provided that under this Section 2.08 unless (i) at the time thereof and after giving effect thereto, no Default or Event of Default shall exist have occurred and be continuing, (ii) except as otherwise specified in the applicable Incremental Loan Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Section 6.01 of the Original Credit Agreement and (iii) all fees and expenses owing in respect of such Incremental Commitment to the Administrative Agent, the Collateral Agent and the Lenders shall have been paid. (d) To the extent any Incremental Loans are not Other Loans, the scheduled amortization payments under Section 3.01(a) required to be made after the making of such Incremental Loans shall be ratably increased to provide for the pro rata payment of the principal of such Incremental Loans. (e) The Borrower hereby agrees that if the Borrower obtains commitments from any bank or financial institution (other than any Initial Lender) to provide Incremental Commitments (the “Proposed Incremental Commitments”), the Borrower shall, without regard to whether the terms on which such Proposed Incremental Commitments are offered to it by any such institution are more or less favorable to it than any previously offered by the Initial Lenders, provide written notice thereof (an “Incremental Offer Notice”) to the Initial Lenders setting forth such terms and shall offer the Initial Lenders the right (a “Participation Right”) to provide (on such Increased Amount Date before or terms) the portion of the Proposed Incremental Commitments that, after giving effect to such New the provision of the Proposed Incremental Commitments and to the making of the Incremental Loans thereunder, would result in the Initial Lenders (taken together) holding Loans representing no less than 51% of the outstanding principal amount of all Loans. Within three Business Days following receipt of such notice, one or more Initial Lenders shall provide written notice to the Borrower in the event that such Initial Lenders elect to exercise such Participation Right (in whole or in part). If any Tranche Initial Lender elects to exercise such Participation Rights through one or more of New Loans pursuant thereto and after giving effect to any Permitted Acquisition its Affiliates or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted AcquisitionApproved Funds, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes portion of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Proposed Incremental Commitments to be provided by such Initial Lender shall be obligated allocated among such Affiliates or Approved Funds as such Initial Lender shall designate to provide the Borrower in writing. If the Initial Lenders elect not to exercise all or any portion of any New Commitment; (v) such Participation Right to provide the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term LoansProposed Incremental Commitments, the maturity date thereof shall not be earlier than the Term B2 Maturity Date such Proposed Incremental Commitments and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Incremental Loans to be secured thereby; (xiii) with respect made thereunder and the portion of the Proposed Incremental Commitments and Incremental Loans not subject to any New Term Loans incurred such Participation Right shall be made by the bank or other financial institutions that originally agreed to make such Proposed Incremental Loans, in each case on terms no more favorable to such Incremental Lenders than those specified in the Incremental Offer Notice, on or prior to before the date that is 18 months 60 days after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise providesInitial Lender’s right to exercise the Participation Right expired. For the avoidance of doubt, the rate Borrower shall not be obligated to offer any Participation Right to the Initial Lenders, if, after giving effect to the provision of interest the Proposed Incremental Commitments and the amortization schedule (if applicable) making of the Incremental Loans thereunder, in each case by one or more other Incremental Lenders, the Initial Lenders would nevertheless hold Loans representing at least 51% of the outstanding principal amount of all Loans. The acceptance or rejection of any New Commitments shall be determined offer to the Initial Lenders by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Proposed Incremental Commitments of contemplated by any Tranche Incremental Offer Notice shall be, except not operate as otherwise set forth a waiver or affect in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement may, without the consent other manner such party’s rights hereunder in respect of any other Lenders, effect such amendments to this Agreement and Incremental Offer Notice or the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.25Proposed Incremental Commitments contemplated thereby.

Incremental Loans. (ai) The At any time prior to the date that is six (6) months prior to the Maturity Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of of: (A) one or more new incremental term loan or revolving commitments (any such incremental term loan commitment, an “Incremental Term Loan Commitment”) to make one or more term loans (any such term loan, an “Incremental Term Loan”); or (B) one or more increases in the Aggregate Revolving Commitments (any such increase, an “Incremental Revolving Commitment” and, together with the Incremental Term Loan Commitments, the “New Incremental Loan Commitments”) hereunderto make revolving credit loans under the revolving credit facility hereunder (any such increase, in an “Incremental Revolving Increase” and, together with the Incremental Term Loans, the “Incremental Loans “); provided that (1) the total aggregate principal amount for all such New Incremental Loan Commitments shall not (as of any date of incurrence thereof) exceed $200,000,000 and (2) the total aggregate amount for each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 and in integral multiples of $5,000,000 in excess of thereof (or such other amounts as may be agreed by the Maximum Incremental Facilities AmountBorrower and the Administrative Agent) or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be reasonably acceptable a date not less than ten (10) Business Days after the date on which such notice is delivered to the Administrative Agent; provided that . The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably satisfactory to the Administrative Agent, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (B) the Administrative Agent and the Lenders shall have received from the Borrower a Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that (1) the Borrower is in compliance with the financial covenants set forth in Section 8.11 and (2) the Consolidated Leverage Ratio will be less than the maximum Consolidated Leverage Ratio in effect as of the end of the fiscal quarter during which the Increase Amount Date occurs pursuant to Section 8.11(a), in each case based on the financial statements most recently delivered pursuant to Section 7.01(a) or 7.0.1(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of any Incremental Loans pursuant thereto (with any Incremental Loan Commitment being deemed to be fully funded) and (z) any Permitted Acquisition or similar Investment consummated in connection therewith therewith; (provided, however, that, if C) each of the proceeds of any New Loans representations and warranties contained in Article VI shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case, such representation and warranty shall be true, correct and complete in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiD) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions Acquisitions); (E) each Incremental Loan Commitment (and Investments permitted under Section 7.7 the Incremental Loans made thereunder) shall constitute Obligations of the Borrower and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion secured and guaranteed with the other Loans or extensions of any New Commitment; credit hereunder on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi1) in the case of any New each Incremental Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points Loan (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) The Borrower BorrowerBorrowers may at any time and from time to time after the Closing Date by written notice from the Borrower Representative to the Administrative Agent elect (whereupon the Administrative Agent shall make such notice available to each of the Lenders) request the establishment of one or more additional new term revolving loan or revolving commitments tranches (the an “New CommitmentsIncremental Loan”) hereunderincreasing the aggregate amount of the commitments hereunder (each such increase, a “Commitment Increase”) in an aggregate amount for all such New Commitments not in excess to exceed $250,000,000 from any existing Lender or, subject to compliance by the Swiss Borrower with the Non-Bank Rules, an Additional Incremental Lender (which Additional Incremental Lender shall become a “Lender” hereunder subject to the prior consent of the Maximum Incremental Facilities AmountAdministrative Agent and the BorrowerBorrowers, such consent not to be unreasonably withheld, conditioned or delayed). Each such written notice shall specify specify: (i) the date (each, an “Increased Amount Date”) on which the Borrower proposes proposesBorrowers propose that the New Commitments Commitment Increase shall be effectiveeffective (the “Loan Increase Effective Date”), which date shall be reasonably acceptable a date not less than ten (10) Banking Days after the date on which such notice is delivered to the Administrative Agent; provided that , (ii) the amount of such proposed Commitment Increase (which shall not exceed an aggregate of $250,000,000 for all Commitment Increases), and (iii) the identity of each Lender (including each Additional Incremental Lender) to whom the Borrower proposesBorrowers propose each portion of such Commitment Increase and related Incremental Loan be allocated and the amount of each such allocation. No existing Lender will have any Lender offered obligation to accept or approached to provide all or a make any portion of any New Commitments may elect Incremental Loan or declineto make any Loan associated with any Commitment Increase. Each Lender, in its sole discretion, to provide such New Commitmentsmay either grant or deny any increase in its respective commitment. Such New Commitments A Commitment Increase shall become effective as of such Increased Amount the Loan Increase Effective Date; provided that (i) each of the following conditions precedent is satisfied: no Default or Event of Default shall exist on such Increased Amount Date before have occurred and be continuing or after giving effect would result from any borrowing to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes made as of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments Loan Increase Effective Date or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those otherwise with respect to the Loans under Commitment Increase; the applicable Facility representations and warranties made by the BorrowerBorrowers herein shall be true and correct in all material respects (or in all respects to the extent otherwise qualified by materiality or Material Adverse Effect) on and as of the Loan Increase Effective Date as if made on and as of such date, except for representations and warranties expressly stated to relate to a specific earlier date (in which event such representations and warranties shall have been true and correct in all material respects (or in all respects to the extent otherwise qualified by materiality or Material Adverse Effect) on and as of such earlier date); the Borrower Representative shall have delivered to the Administrative Agent a certificate of a Responsible Officer of the U.S. Borrower certifying clauses (i) and (ii); and the Commitment Increase has been accepted by one or more Lenders or Additional Incremental Lenders. The terms and conditions of any Incremental Loan made pursuant to a Commitment Increase shall be as follows: on and after each Loan Increase Effective Date, each Lender (including Additional Incremental Lender(s)) shall be obligated, to the extent of its commitment, in accordance with the requirements set forth in this Agreement to provide Loans to the BorrowerBorrowers under each Incremental Loan subject to the Borrower’sBorrowers’ compliance with the terms and conditions of this Agreement applicable to all Loans, including with respect to borrowing procedures and conditions precedent to all Loans; each Commitment Increase shall be in a minimum amount of $5,000,000 and in integral multiples of $1,000,000 in excess thereof; and each Commitment Increase shall be documented pursuant to an incremental joinder agreement (the “Incremental Joinder”) reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements Agent, executed and delivered by the BorrowerBorrowerBorrowers, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of each Lender making such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the CollateralIncremental Loan. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant The Incremental Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement may, without the consent of any other LendersLender, 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, to effect the provisions of this Section 2.252.5. In addition, unless otherwise specifically provided herein, all references in this Agreement or any other Credit Document to Loans shall be deemed to include a reference to Incremental Loans that are Loans made pursuant to this Agreement. Prior to each respective Loan Increase Effective Date, the Administrative Agent shall receive from each Additional Incremental Lender an administrative questionnaire in the form reasonably satisfactory to the Administrative Agent or, in the case of an existing Lender, an update to such administrative questionnaire and the Administrative Agent shall adjust each Lender’s Pro Rata Share to account for each such Lender and/or Additional Incremental Lender and each Commitment Increase and related Incremental Loan. The Incremental Loans and Commitment Increases established pursuant to this Section 2.5 shall constitute Loans and Commitments for all purposes under, and shall be entitled to all the rights, benefits and remedies afforded by this Agreement and the other Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably, on a pari passu basis, from all security interests created by each Pledge Agreement and the guarantees of the Guarantors. The Obligors shall take any actions and execute and deliver any instrument reasonably required by the Administrative Agent to evidence and ensure that the Liens and security interests granted by the Pledge Agreements extend to and benefit the Incremental Loans and continue to be effective and perfected following the establishment of any such Incremental Loan or Commitment Increase. Each Lender providing an Incremental Loan or a Commitment Increase on the Loan Increase Effective Date shall make a Loan, the proceeds of which will be used to prepay the Loans of the other Lenders immediately prior to such Loan Increase Effective Date, so that, after giving effect thereto, the Loans outstanding are held by the Lenders pro rata based on their Individual Commitments after giving effect to such Loan Increase Effective Date. If there is a new borrowing of Loans on such Loan Increase Effective Date, the Lenders after giving effect to such Loan Increase Effective Date shall make such Loans in accordance with Article 3.

Incremental Loans. (a) The Borrower may at any time, by written notice to Administrative Agent, request that, subject to the Administrative Agent elect following conditions and otherwise in accordance with this Agreement, Lenders and/or New Lenders, provide up to request an aggregate amount of $250,000,000 in additional loans (the establishment of “Incremental Loans”), which Incremental Loans may be provided as one or more new additional tranches of term loan loans (“Incremental Term Loans”), as one or revolving commitments more additional tranches of delayed draw term loans (the “New CommitmentsIncremental Delayed Draw Term Loans”) hereunderor as one or more tranches of revolving loans (“Incremental Revolving Credit Loans”); provided, in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (eachthat, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on have occurred and be continuing or result from such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (providedIncremental Loans, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds terms of the Incremental Loans are in compliance with Section 2.8(c) below, (iii) the Borrower shall have received all approvals from all applicable Gaming Authorities necessary or, in the discretion of the Administrative Agent, advisable in connection with such Incremental Loans; (iv) the Borrower shall have delivered to the Administrative Agent a legal opinion of each such special or local counsel as may be reasonably requested by the Administrative Agent; (v) the Borrower shall have delivered to the Administrative Agent title and extended coverage insurance for each real property Collateral covering the amount of the Incremental Loans containing such endorsements and affirmative coverage as the Administrative Agent may reasonably request; and (vi) Administrative Agent and Borrower shall execute conforming amendments to this Agreement and the other Loan Documents (collectively, the “Incremental Facility Amendments”) to reflect such Incremental Loans without the consent of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (Lender, including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) to provide for the New Loans shall share ratably terms set forth in the Collateral; Incremental Facility Activation Notice described below or Section 2.8(c). (ivb) no Upon receipt of such notice and an officer’s certificate as to the satisfaction of the foregoing conditions, Administrative Agent shall use all commercially reasonable efforts to arrange for Lenders or New Lenders to provide such Incremental Loans. Alternatively, any Lender shall may commit to provide the full amount of the requested Incremental Loans and then offer portions of such Incremental Loans to the other Lenders or other financial institutions, subject to the approval of Administrative Agent. Nothing contained in this paragraph or otherwise in this Agreement is intended or will be obligated required to commit any Lender or any Agent to provide any portion of any New Commitment; such additional Incremental Loans. (vc) the New The Incremental Loans that are term loans (“New Term Loans”a) shall share ratably or less rank pari passu in any mandatory prepayments right of payment and of security with the existing Revolving Loan, the Term Loans; (vi) in Loans and the case of any New Delayed Draw Term Loans, the maturity date thereof (b) shall not be mature earlier than the Term B2 Loan Maturity Date and the Delayed Draw Term Loan Maturity Date (but may, subject to clause (c) below, have amortization prior to such date), (c) shall not have a weighted average life to maturity shall be equal to or greater that is shorter than the then-remaining weighted average life to maturity of the Term B2 Loans or the Delayed Draw Term Loans; , and (viid) except as set forth above, shall be treated substantially the same as (and in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”event no more favorably than) the maturity date or commitment termination date thereof shall not be earlier than Term Loans and the Revolving Termination Date and such New Revolving Delayed Draw Term Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation each case, including with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) mandatory and (vii) above and the last sentence of this paragraphvoluntary prepayments); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages provided that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to any Incremental Loan (xas adjusted for upfront fees payable to Lenders of the Incremental Loans and original issue discount) exceeds the existing Applicable Margin relating to the Term B2 Loans and the Delayed Draw Term Loans immediately prior to the effectiveness of the Incremental Facility Amendments by more than 0.25%, the Applicable Margin relating to the Term Loans and the Delayed Draw Term Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; Applicable Margin of the Incremental Loans (xivas such Applicable Margin is adjusted to reflect for upfront fees payable to the Lenders of the Incremental Loans and original issue discount) there shall minus 0.25%. (d) Prior to the expiration of the Delayed Draw Term Loan Commitment Period, if this Agreement is amended, supplemented or restated to add an additional credit facility and/or additional term loans to refinance the existing Term Loans or the Delayed Draw Term Loans, the Applicable Margin on the new term loans cannot be no borrower (other less than the Borrower) existing Applicable Margin on the Term Loans and no guarantors (other than the Guarantors) in respect of such New Delayed Draw Term Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those , without unanimous written consent of the Term Loan Lenders or Delayed Draw Term Loan Lenders. (e) The Borrower and any one or more Lenders (including New Lenders) that agree to provide Incremental Loans shall execute and deliver to the Administrative Agent an Incremental Facility Activation Notice specifying, in compliance with Section 2.8(c): (i) the amount of the Incremental Loans and the Facility or Revolving Facilities involved, (ii) the applicable Incremental Loans closing date which shall be a Business Day, (iii) the Incremental Loans maturity date, (iv) the amortization schedule for the Incremental Term Loans and Incremental Delayed Draw Term Loans, as applicable, outstanding on and (v) the date on which Applicable Margin for such New Loans are made shall be designated as a separate tranche (a “Tranche”) Incremental Loans. Any additional bank, financial institution or other entity which, with the consent of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and Administrative Agent (which consent shall not be set forth unreasonably withheld), elects to become a “Lender” under this Agreement in the applicable Joinder Agreement. (bconnection with any transaction described in Section 2.8(c) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with shall execute a New Commitment Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit B-2, whereupon (i) such bank, financial institution or other entity (a “New Lender”) shall become a Lender hereunder with respect for all purposes and to such New Commitment. the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement and (cii) The terms the Incremental Term Loans shall be treated as “Term Loans” and provisions of the New Commitments of any Tranche Incremental Delayed Draw Term Loans shall be, except be treated as otherwise set forth in “Delayed Draw Term Loans,” and the relevant Joinder Agreement, identical to those of the applicable Loans and “Incremental Revolving Credit Loans” shall be treated as “Revolver Credit Loans” for all purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. Each Joinder Agreement may, without the consent other than for purposes 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 2.25Agreement specifically modified or addressed in the Incremental Facility Activation Notice.

Incremental Loans. (a) The At any time prior to the Maturity Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or up to two (2) incremental revolving credit commitments (the any such incremental revolving credit commitment, an “New CommitmentsIncremental Loan Commitment”) hereunderto make incremental revolving credit loans (any such incremental revolving credit loans, in an “Incremental Loan”); provided that (1) the total aggregate amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $40,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment shall not be less than $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than thirty (30) days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , the Issuing Lenders and the Swingline Lender, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments any Incremental Loan Commitment; (B) each Incremental Loan shall be a “Revolving Credit Loan” for all purposes hereof and shall be subject to the making of any Tranche of New same terms and conditions as the Revolving Credit Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for guaranteed and secured with the other Extensions of Credit on a Permitted Acquisition, pari passu basis; (C) the Lenders providing such New outstanding Revolving Credit Loans may waive any such Default or Event and Revolving Credit Commitment Percentages of Default existing Swingline Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount Date); Date among the Lenders (iiincluding the Incremental Lenders providing such Credit Loans) in accordance with their revised Revolving Credit Commitment Percentages (and the proceeds of any New Loans shall be used for general corporate purposes of Lenders (including the Incremental Lenders providing such Incremental Loans) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and its Subsidiaries all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment); (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (xD) such New Loans or New Incremental Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.254.13); and (E) the Borrower shall deliver or cause to be delivered any other documents reasonably requested by the Administrative Agent in connection with any such transaction. (b) On any Increased Amount Date on which any Incremental Loan Commitment becomes effective, each Incremental Lender with an Incremental Loan Commitment shall become a Lender hereunder with respect to such Incremental Loan Commitment. Thereafter it shall be entitled to the same voting rights as the existing Lenders under the Revolving Credit Facility and shall be included in any determination of the Required Lenders. The Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement.

Incremental Loans. (a) The At any time after the 2014 Restatement Effective Date prior to the Latest Maturity Date, the Borrower may may, by written notice to the Administrative Agent elect (which shall promptly deliver a copy to each of the Lenders), request the establishment addition to this Agreement of (i) an incremental revolving credit facility, (ii) Incremental Securitization Refinancing Facilities (as defined below) in the form of a new tranche of term loans or an incremental revolving credit facility, or (iii) one or more new tranches of term loan loans constituting Refinancing Indebtedness in respect of Existing Additional Senior Debt or revolving commitments Permitted First Priority Debt (an “Incremental Senior Debt Refinancing Facility”), or any combination thereof (the “New CommitmentsIncremental Facilities”) hereunder, in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent); provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, thatthat both (x) at the time of any such request and (y) upon the effectiveness of any such Incremental Facility, no Default shall exist and the Borrower shall, if the proceeds of any New Loans shall a Financial Covenant Effectiveness Period is then occurring, be used for a Permitted Acquisitionin compliance with Section 6.12 (calculated, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; case of clause (ivy), on a pro forma basis to give effect to (1) no Lender shall be obligated to provide any portion borrowing under the Incremental Facility, (2) any substantially simultaneous repayments of any New Commitment; Revolving Loans, Other Revolving Loans or Existing Additional Senior Debt, and (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi3) in the case of any New Term LoansIncremental Securitization Refinancing Facility, the maturity date thereof shall not be earlier than the Term B2 Maturity Date any substantially simultaneous repayments or repurchases of Third Party Interests or Indebtedness incurred under Section 6.01(a)(xvi)(A) (and the weighted average life to maturity related repurchases of Securitization Assets and cessation of future purchases of Securitization Assets)). The Incremental Facilities shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (viii) in the case of any New Loans that are incremental revolving loans or commitments credit facilities, be in an aggregate principal amount (“New Revolving excluding the aggregate principal amount of Incremental Securitization Refinancing Facilities) not in excess of $500,000,000, (ii) rank pari passu in right of payment and of security with the other Loans”, (iii) if such Incremental Facility is a term loan facility, amortize in a manner, and be subject to mandatory prepayments (if any) on terms, acceptable to the maturity date or commitment termination date thereof shall not be Agents, and mature no earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to Tranche 7 Term Loan Maturity Date, (iv) bear interest at the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrowermarket interest rate, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist as determined at the time of such New LoansIncremental Facility becomes effective, modifications to (v) have such Mortgages other pricing as may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined agreed by the Borrower and the applicable New Lenders Administrative Agent and shall (vi) otherwise be set forth treated hereunder no more favorably than, in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effectivecase of revolving facilities, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Revolving Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 case of term loans, the Administrative AgentTranche 7 Term Loans; provided, to effect that the provisions of this Section 2.25.terms and provisions

Incremental Loans. (a) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (the any such increase, an “New CommitmentsIncremental Loan Commitment”) hereunderfor the advancing of incremental Loans under the Revolving Credit Facility (each such advance of Loans under the Incremental Loan Commitment, in an “Incremental Loan”); provided that (a) the total aggregate principal amount of all such Incremental Loan Commitments shall not (as of any date of incurrence thereof) exceed an amount equal to the result of (i) $500,000,000.00 minus (ii) the aggregate amount for all of Indebtedness incurred pursuant to Section 9.3(f), and (b) the minimum principal amount of each such New Commitments Incremental Loan Commitment shall not in excess of be less than $25,000,000.00 or, if less, the Maximum Incremental Facilities Amountremaining amount permitted pursuant to the foregoing clause (a). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be reasonably a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent (or such shorter period acceptable to the Administrative Agent). The Borrower may invite existing Lenders, any Affiliate of any Lender and/or any Approved Fund, and/or any other Eligible Assignee reasonably satisfactory to the Administrative Agent, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided that both the Swing Loan Lender and the Issuing Lender shall consent to each Incremental Lender providing any portion of an Incremental Loan Commitment (such consent not to be unreasonably withheld). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (i) no Potential Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (a) any Incremental Loan Commitment, (b) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Date and (c) any Permitted Acquisition consummated in connection therewith; (ii) the proceeds of any New Loans Administrative Agent and the Lenders shall be used for general corporate purposes of have received from the Borrower a Compliance Certificate demonstrating, in form and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be substance reasonably satisfactory to the Administrative Agent Agent, that the Borrower is in compliance with the Maximum Consolidated Net Leverage Ratio based on the financial statements most recently delivered pursuant to Section 8.1 both before and after giving effect (on a pro-forma basis) to (a) any Incremental Loan Commitment, (b) the making of any Incremental Loans pursuant thereto on the applicable Increased Amount Date and (c) any Permitted Acquisition consummated in connection therewith; (iii) each of the representations and warranties contained in Article 7 shall be true and correct in all material respects, except to the extent permitted any such representation and warranty is qualified by clauses (vi) materiality or reference to a Material Adverse Change, in which case, such representation and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments warranty shall be effected pursuant to one or more Joinder Agreements executed true, correct and delivered by complete in all respects, on such Increased Amount Date with the Borrower, the Administrative Agent same effect as if made on and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time as of such New Loansdate (except for any such representation and warranty that by its terms is made only as of an earlier date, modifications to which representation and warranty shall remain true and correct as of such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; earlier date); (xiiiv) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Loan Party authorizing such Incremental Loan Commitments and Incremental Loans) reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; and (xiiiv) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans each proposed Incremental Lender shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated join this Agreement as a separate tranche (Lender pursuant to a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Lender Joinder Agreement. (b) On any Increased Amount Date Each Incremental Loan Commitment (and Incremental Loan) shall (i) constitute Obligations of the Borrower and, to the extent the other Obligations are guaranteed, shall be guaranteed with the other Obligations on which any New Commitment become effectivea pari passu basis, and (ii) be part of the Revolving Credit Facility, shall mature on the Expiration Date, shall bear interest and be entitled to fees, in each case at the rate applicable to the Revolving Credit Facility, and shall otherwise be subject to the foregoing same terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitmentconditions as the Revolving Credit Facility. (c) The terms and provisions Unless otherwise agreed by the applicable Incremental Lenders (provided that no such agreement shall allow the Incremental Loan Commitments to be terminated prior to termination of the New Commitments existing Revolving Credit Commitments), each Incremental Loan shall receive proceeds of any Tranche shall be, except prepayments on the same basis as otherwise set forth in the relevant Joinder Agreement, identical existing Revolving Credit Loans (such prepayments to those be shared pro rata on the basis of the applicable original aggregate funded amount thereof). (d) The outstanding Revolving Credit Loans and for purposes Ratable Shares of this Agreement, Swing Loans and Letter of Credit Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount Date among the Lenders to the Revolving Credit Facility (including the Incremental Lenders providing Incremental Loan Commitments) in accordance with their revised Ratable Shares (and the Lenders to the Revolving Credit Facility (including the Incremental Lenders providing Incremental Loan Commitments) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any New Loans or New and all costs required pursuant to Section 5.10 in connection with such reallocation as if such reallocation were a repayment). (e) Incremental Loan Commitments shall may be deemed effected pursuant to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.10, without the consent of any other Lenders. (f) The Incremental Lenders shall be included in any determination of the Required Lenders and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (g) On each Increased Amount Date, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Loan Commitment shall become a Lender under the Revolving Credit Facility hereunder with respect to such Incremental Loan Commitment.

Incremental Loans. (a) The Borrower may may, by written notice to the Administrative Agent elect from time to time, request Incremental Loan Commitments in an amount not to exceed the establishment of Incremental Loan Amount from one or more new term loan or revolving commitments Incremental Lenders, all of which must be Eligible Assignees. Such notice shall set forth (i) the “New Commitments”) hereunder, in an aggregate amount for all such New Commitments not in excess of the Maximum Incremental Facilities Loan Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $5,000,000 or such lesser amount equal to the remaining Incremental Loan Amount. Each such notice shall specify ), (ii) the date (each, an “Increased Amount Date”) on which such Incremental Loan Commitments are requested to become effective (which shall not be less than 10 Business Days nor more than 60 days after the date of such notice), and (iii) whether such Incremental Loan Commitments are commitments to make additional Loans or commitments to make term loans with terms different from the Loans (“Other Loans”). (b) The Borrower proposes that the New may seek Incremental Loan Commitments from existing Lenders (each of which shall be effective, which date shall be reasonably acceptable entitled to the Administrative Agent; provided that any Lender offered agree or approached decline to provide all or a portion of any New Commitments may elect or decline, participate in its sole discretion) and additional banks, to provide such New Commitments. Such New Commitments shall financial institutions and other institutional lenders who will become effective as of such Increased Amount DateIncremental Lenders in connection therewith; provided that the Borrower and the Administrative Agent shall have consented to such additional banks, financial institutions and other institutional lenders to the extent the consent of the Borrower or the Administrative Agent, as applicable, would be required if such institution were receiving an assignment of Loans pursuant to Section 9.04 (provided, further, that the consent of the Administrative Agent shall not be required with respect to an additional bank, financial institution, or other institutional lender that is an Affiliate of a Lender or a Related Fund). The Borrower and each Incremental Lender shall execute and deliver to the Administrative Agent an Incremental Loan Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Loan Commitment of each Incremental Lender. The terms and provisions of the Incremental Loans shall be identical to those of the Loans except as otherwise set forth herein or in the Incremental Loan Assumption Agreement. Without the prior written consent of the Administrative Agent, (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making final maturity date of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Other Loans shall be used for a Permitted Acquisitionno earlier than the Maturity Date, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Other Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier no shorter than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior remaining average life to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments maturity of the existing Revolving Loans; , (ixiii) all terms and documentation with respect to any New if the initial yield on such Other Loans which differ from those with respect to the Loans under the applicable Facility shall be (as reasonably satisfactory to determined by the Administrative Agent (except to be equal to the extent permitted by clauses (vi) and (vii) above and the last sentence sum of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 margin above the Adjusted LIBO Rate on such Other Loans shall be adjusted so that the All-In Yield relating (taking into account any interest rate floors with respect to such New Term Other Loans) and (y) if such Other Loans does not exceed are initially made at a discount or the All-In Yield applicable Lenders making the same receive a fee directly or indirectly from the Borrower or any Subsidiary for doing so (the amount of such discount or fee, expressed as a percentage of the Other Loans, being referred to herein as “OID”), the existing Term B2 amount of such OID divided by the lesser of (A) the average life to maturity of such Other Loans and (B) four) exceeds the Applicable Margin then in effect for Eurodollar Loans by more than 50 basis points (the amount of any such adjustment, excess above 50 basis points being referred to herein as the “MFN AdjustmentYield Differential”) ), then the Applicable Margin then in effect for Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Loans and (yiv) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) terms and no guarantors (other than the Guarantors) documentation in respect of such New Other Loans; , to the extent not consistent with the Term Facility, shall be reasonably satisfactory to the Administrative Agent. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Loan Assumption Agreement. Notwithstanding anything in Section 9.08 to the contrary, each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Loan Assumption Agreement, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and (xv) terms of the New Incremental Loan Commitment and the Incremental Loans evidenced thereby, and the Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. Incremental Loans and Other Loans shall not have the same guarantees as, and be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubtpari passu basis with, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New CommitmentLoans. (c) The terms Notwithstanding the foregoing, no Incremental Loan Commitment shall become effective under this Section 2.22 unless (i) on the date of such effectiveness, (x) the representations and provisions warranties set forth in Article III and in each other Loan Document shall be true and correct in all material respects (or in all respects to the extent qualified by materiality or Material Adverse Effect) on and as of such date with the same effect as though made on and 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 (or in all respects to the extent qualified by materiality or Material Adverse Effect) on and as of such earlier date and (y) at the time of and immediately after the giving effect to the Borrowing of Incremental Loans, no Default or Event of Default shall have occurred and be continuing, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer of the New Commitments Borrower, (ii) the Borrower’s Total Secured Leverage Ratio shall not exceed 2.50:1.00 on a pro forma basis after giving effect to such Incremental Loan Commitment, the incurrence of any Tranche the Incremental Loans thereunder the use of proceeds thereof and the Administrative Agent shall behave received a certificate to that effect showing such calculations in reasonable detail dated such date and executed by a Responsible Officer of the Borrower, (iii) all fees and expenses owing to the Administrative Agent and the Lenders in respect of such increase shall have been paid, (iv) except as otherwise set forth specified in the applicable Incremental Loan Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Section 4.01 and (v) to the extent reasonably necessary to maintain the continuing priority of the Lien of the Mortgages on the Real Estate Collateral Properties as security for the Obligations, as determined by the Administrative Agent in its reasonable discretion, (x) the applicable Loan Party to any Mortgages shall have entered into, and delivered to the Administrative Agent, at the direction and in the sole discretion of the Administrative Agent a mortgage modification or new Mortgage in proper form for recording in the relevant Joinder Agreementjurisdiction and in a form reasonably satisfactory to the Administrative Agent, identical (y) the Borrower shall have caused to those be delivered to the Administrative Agent for the benefit of the applicable Loans Lenders an endorsement to the title insurance policy, date down(s) or other evidence reasonably satisfactory to the Administrative Agent insuring that the priority of the Lien of such Mortgages as security for the Obligations has not changed and for purposes confirming and/or insuring that since the issuance of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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, title insurance policy there has been no change in the opinion condition of title and there are no intervening liens or encumbrances that may then or thereafter take priority over the Lien of such Mortgages (other than Permitted Encumbrances) and (z) the Borrower shall have delivered, at the request of the Administrative Agent, to effect the provisions Administrative Agent and/or all other relevant third parties all other items reasonably necessary to maintain the continuing priority of this the Lien of such Mortgages as security for the Obligations. (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that all Incremental Loans (other than Other Loans), when originally made, are included in each Borrowing of outstanding Loans on a pro rata basis. This may be accomplished by requiring each outstanding Eurodollar Borrowing to be converted into an ABR Borrowing on the date of each Incremental Loan, or by allocating a portion of each Incremental Loan to each outstanding Eurodollar Borrowing on a pro rata basis. Any conversion of Eurodollar Loans to ABR Loans required by the preceding sentence shall be subject to Section 2.252.16. If any Incremental Loan is to be allocated to an existing Interest Period for a Eurodollar Borrowing, then the interest rate thereon for such Interest Period and the other economic consequences thereof shall be as set forth in the applicable Incremental Loan Assumption Agreement. In addition, to the extent any Incremental Loans are not Other Loans, the scheduled amortization payments under Section 2.11(a)(i) required to be made after the making of such Incremental Loans shall be ratably increased by the aggregate principal amount of such Incremental Loans and shall be further increased for all Lenders on a pro rata basis to the extent necessary to avoid any reduction in the amortization payments to which the Lenders were entitled before such recalculation.

Incremental Loans. (ai) The At any time, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (the any such increase, an “New CommitmentsIncremental Loan Commitment”) hereunderfor the advancing of incremental Revolving Credit Loans under the Revolving Credit Facility (each such advance of Revolving Credit Loans under the Incremental Loan Commitment, in an “Incremental Loan”); provided that (a) the total aggregate principal amount for of all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $100,000,000, and (b) the Maximum minimum principal amount of each such Incremental Facilities AmountLoan Commitment shall not be less than $25,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (a). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be reasonably a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent (or such shorter period acceptable to the Administrative Agent). The Borrower may invite existing Lenders, any Affiliate of any Lender and/or any Approved Fund, and/or any other Eligible Assignee reasonably satisfactory to the Administrative Agent, to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”); provided that the Issuing Lender shall consent to each Incremental Lender providing any portion of an Incremental Loan Commitment (such consent not to be unreasonably withheld or delayed). Any proposed or prior Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Potential Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); Date and (ii3) any Permitted Acquisition consummated in connection therewith; (B) Administrative Agent and the proceeds of any New Loans Lenders shall be used for general corporate purposes of have received from the Borrower a Compliance Certificate demonstrating, in form and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be substance reasonably satisfactory to the Administrative Agent Agent, that the Borrower is in compliance with the Net Leverage Ratio based on the financial statements most recently delivered pursuant to Section 8.2.16 both before and after giving effect (on a pro-forma basis) to (1) any Incremental Loan Commitment, (2) the making of any Incremental Loans pursuant thereto on the applicable Increased Amount Date and (3) any Permitted Acquisition consummated in connection therewith; (C) each of the representations and warranties contained in Article 6 shall be true and correct in all material respects, except to the extent permitted any such representation and warranty is qualified by clauses (vi) materiality or reference to a Material Adverse Change, in which case, such representation and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments warranty shall be effected pursuant to one or more Joinder Agreements executed true, correct and delivered by complete in all respects, on such Increased Amount Date with the Borrower, the Administrative Agent same effect as if made on and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time as of such New Loansdate (except for any such representation and warranty that by its terms is made only as of an earlier date, modifications to which representation and warranty shall remain true and correct as of such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; earlier date); (xiiD) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Loan Party authorizing such Incremental Loan Commitments and Incremental Loans) reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; and (xiiiE) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans each proposed Incremental Lender shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated join this Agreement as a separate tranche (Lender pursuant to a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Lender Joinder Agreement. (ii) Each Incremental Loan Commitment (and Incremental Loan) shall (a) constitute Obligations of the Borrower and, to the extent the other Obligations are guaranteed, shall be guaranteed with the other Obligations on a pari passu basis, and (b) On any be part of the Revolving Credit Facility, shall mature on the Expiration Date, shall bear interest and be entitled to fees, in each case at the rate applicable to the Revolving Credit Facility, and shall otherwise be subject to the same terms and conditions as the Revolving Credit Facility. (iii) Unless otherwise agreed by the applicable Incremental Lenders (provided that no such agreement shall allow the Incremental Loan Commitments to be terminated prior to termination of the existing Revolving Credit Commitments), each Incremental Loan shall receive proceeds of prepayments on the same basis as the existing Revolving Credit Loans (such prepayments to be shared pro rata on the basis of the original aggregate funded amount thereof). (iv) The outstanding Revolving Credit Loans and Ratable Shares of Letter of Credit Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount Date on which any New Commitment become effective, subject among the Lenders to the foregoing terms Revolving Credit Facility (including the Incremental Lenders providing Incremental Loan Commitments) in accordance with their revised Ratable Shares and conditions, each lender the Lenders to the Revolving Credit Facility (including the Incremental Lenders providing Incremental Loan Commitments) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 5.10 in connection with such reallocation as if such reallocation were a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitmentrepayment). (cv) The terms and provisions of the New Incremental Loan Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical may be effected pursuant to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.252.11, without the consent of any other Lenders. (vi) The Incremental Lenders shall be included in any determination of the Required Lenders and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (vii) On each Increased Amount Date, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Loan Commitment shall become a Lender under the Revolving Credit Facility hereunder with respect to such Incremental Loan Commitment.

Incremental Loans. (a) The Borrower may from time to time after the Effective Date by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments (the “New Loan Commitments”) hereunder, in an aggregate amount for all such New Loan Commitments not to exceed the sum of (i) $400,000,000 (the “Cash-Capped Incremental Facility”) plus (ii) an unlimited amount that could be incurred while at the same time remaining in excess compliance with the Senior Incurrence Test on a pro forma basis (the “Senior Incurrence Incremental Facility”) and (iii) an amount equal to all voluntary prepayments and repurchases of Term Loans and Revolving Loans (to the extent accompanied by a permanent reduction in commitments therefor) made after the Effective Date (other than (x) any prepayments required as a condition precedent to the Extension Amendment and (ii) any prepayment, repurchase, or commitment reduction financed with the proceeds of long term indebtedness) (the “Prepay Incremental Facility”, and together with the Cash-Capped Incremental Facility and the Senior Incurrence Incremental Facility, the “Incremental Amount”), provided that any New Loan Commitments established pursuant to this Section 2.25(a) (i) will count towards the Prepay Incremental Facility prior to the Senior Incurrence Incremental Facility (to the extent permitted by the pro forma calculation of the Maximum Senior Incurrence Test required prior to the incurrence of such Senior Incurrence Incremental Facilities Facility) prior to reducing the maximum amount under the Cash-Capped Incremental Facility and (ii) may be incurred under any portion of the Incremental Amount, and proceeds from any such incurrence may be utilized in a single transaction by first calculating the incurrence under the Prepay Incremental Facility, then calculating incurrence under the Senior Incurrence Incremental Facility (without inclusion of any amounts utilized pursuant to the Cash-Capped Incremental Facility) and then calculating the incurrence under the Cash-Capped Incremental Facility. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Loan Commitments shall be effective, which date shall be reasonably acceptable a date not less than 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; provided that any Lender offered or approached to provide all or a portion of any New Loan Commitments may elect or decline, in its sole discretion, to provide such New CommitmentsLoan Commitment; provided that, at the request of the Borrower, the Joint Lead Arrangers (in consultation with the Borrower), will use their commercially reasonable efforts to obtain financial institutions (reasonably satisfactory to the Borrower) to provide a commitment to the extent necessary to satisfy the Borrower’s request for New Loans subject to prevailing market conditions and payment of customary fees. Such New Loan Commitments shall become effective as of such Increased Amount Date; provided that (i1) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Loan Commitments and to the making of any Tranche tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date)accordance therewith; (ii2) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other IndebtednessAcquisitions); (iii3) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v4) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi5) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the latest maturity date of any Term B2 Maturity Date Loan Tranche and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of the Term B2 Loans that are not New Loans; (vii6) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the then latest maturity date of any Revolving Termination Date Tranche and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Datesuch maturity date; (viii7) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) 8) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.the

Incremental Loans. (a) The Borrower may by written notice Each Incremental Revolving Facility Lender hereby agrees, severally and not jointly, to provide an Incremental Revolving Credit Commitment to the Administrative Agent elect to request Borrower on the establishment of one or more new term loan or revolving commitments (the “New Commitments”) hereunder, Amendment No. 1 Effective Date in Dollars in an aggregate principal amount for all equal to the amount set forth opposite such New Commitments not in excess of the Maximum Incremental Facilities Amount. Each such notice shall specify the date Revolving Facility Lender’s name on Schedule I attached hereto (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effectiveIncremental Revolving Credit Commitment” and, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustmentcollectively, the “MFN AdjustmentIncremental Revolving Credit Commitments”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans), as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be terms set forth herein and in the applicable Joinder Agreement. Credit Agreement (b) On any Increased Amount Date on which any New Commitment become effectiveas amended hereby), and subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise conditions set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New herein. The Incremental Revolving Credit Commitments shall be deemed to be Term Loans“Revolving Credit Commitments” as defined in the Credit Agreement (as amended hereby) for all purposes of the Loan Documents having terms and provisions identical to those applicable to the Revolving Credit Commitments outstanding immediately prior to the Amendment No. 1 Effective Date (the “Existing Revolving Credit Commitments”). (b) Each Incremental Revolving Facility Lender (i) confirms that a copy of the Credit Agreement and the other applicable Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and make an Incremental Revolving Loans Credit Commitment, have been made available to such Incremental Revolving Facility Lender; (ii) agrees that it will, independently and without reliance upon RBC Capital Markets (“RBCCM”) and BMO Capital Markets Corp. (together with RBCCM, the “Incremental Amendment Arrangers”), each in its capacity as the joint lead arranger and joint bookrunner with respect to this Amendment, the Administrative Agent, or Revolving Commitments, as applicable. Each Joinder Agreement may, without the consent of any other LendersLender or agent and based on such documents and information as it shall deem appropriate at the time, effect continue to make its own credit decisions in taking or not taking action under the Credit Agreement or the other applicable Loan Documents, including this Amendment; (iii) appoints and authorizes the Administrative Agent and the Collateral Agent to take such amendments action as agent on its behalf and to this exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent and the Collateral Agent, as the case may be, by the terms thereof, together with such powers as are reasonably incidental thereto; and (iv) acknowledges and agrees that upon the Amendment No. 1 Effective Date, (1) such Incremental Revolving Facility Lender shall be necessary or appropriatea “Lender”, in “Additional Revolving Lender” and a “Revolving Lender” under, and for all purposes of, the opinion Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall perform all the obligations of and shall have all rights of a Lender and an Incremental Revolving Facility Lender thereunder, (2) each of the Administrative Agent, to effect Incremental Revolving Credit Commitments of each Incremental Revolving Facility Lender shall be an “Additional Revolving Credit Commitment” and a “Revolving Credit Commitment” for all purposes under the provisions Credit Agreement and the other Loan Documents and (3) the Incremental Revolving Loans of this Section 2.25each Incremental Revolving Facility Lender shall each be an “Additional Revolving Loan” and a “Revolving Loan” (and have the same terms for all purposes under the Credit Agreement and the other Loan Documents).

Incremental Loans. (a) The At any time prior to the date that is one (1) year prior to the Revolving Credit Maturity Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or incremental revolving credit commitments (the any such incremental revolving credit commitment, a “New CommitmentsLoan Commitment”) hereunderto make incremental revolving credit loans (any such incremental revolving credit loans, in an a “New Loans”); provided that (i) the total aggregate amount for all such New Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $75,000,000, (ii) the Maximum Incremental Facilities Amounttotal aggregate amount for each New Loan Commitment (and the New Loans made thereunder) shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (i) and (iii) no more than three (3) New Loan Commitments shall be permitted during the term of this Agreement. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the any New Commitments Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide a New Loan Commitment (any such Person, a “New Lender”). Any Lender or any New Lender offered or approached to provide all or a portion of any New Commitments Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsLoan Commitment. Such Any New Commitments Loan Commitment shall become effective as of such Increased Amount Date; provided that further that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such (1) any New Commitments and to Loan Commitment, (2) the making of any Tranche tranche of New Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (B) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating that the Borrower will be in compliance the financial covenants set forth in Article X (it being agreed and acknowledged that, notwithstanding anything to the contrary contained in this Agreement, (1) the covenant contained in Section 10.1 shall be calculated on a Pro Forma Basis both before and after giving effect to (x) any New Loan Commitment, (y) the making of any tranche of New Loans pursuant thereto and (z) any Permitted Acquisition or similar Investment consummated in connection therewith and (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); (ii2) the proceeds of any New Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.covenant contained in

Incremental Loans. (a) The At any time, Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Revolving Credit Commitments (the any such increase, an “New CommitmentsIncremental Loan Commitment”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such increase, in an “Incremental Loan”); provided that (1) the total aggregate principal amount for all such New Incremental Loan Commitments shall not in excess (as of any date of incurrence thereof) exceed $150,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountLoan Commitment (and the Incremental Loans made thereunder) shall not be less than a minimum principal amount of $25,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Loan Commitment shall be effective, which date shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably acceptable satisfactory to the Administrative Agent; provided that , to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Loan Commitment. Such New Commitments Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that that: (iA) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Loan Commitment, (2) the making of any Tranche of New Incremental Loans pursuant thereto and after giving effect to (3) any Permitted Acquisition or similar Investment other transaction consummated in connection therewith (providedor, however, that, if to the proceeds of any New Loans shall be used for extent constituting an Incremental Loan to finance a Permitted Limited Condition Acquisition, the Lenders providing such New Loans may waive any such Default or foregoing condition, other than with respect to the absence of an Event of Default existing pursuant to Section 10.1(a), (b), (h) or (i), shall be satisfied at the LCA Test Date related to such Limited Condition Acquisition); (B) the Administrative Agent and the Lenders shall have received from Borrower an Officer’s Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that the (1) Borrower is in compliance with the financial covenants set forth in Section 9.15 and (2) Total Leverage Ratio will be not greater than 3.00 to 1.00, in each case based on the applicable financial statements most recently delivered pursuant to Section 8.1(a) or 8.1(b), as applicable, both before and after giving effect (on a Pro Forma Basis) to (x) any Incremental Loan Commitment, (y) the making of any Incremental Loans pursuant thereto (with any Incremental Loan Commitment being deemed to be fully funded) and (z) any Permitted Acquisition or other transaction consummated in connection therewith; (C) each of the representations and warranties contained in Article VII shall be true and correct in all material respects, except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which case, such representation and warranty shall be true, correct and complete in all respects, on such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date) and to the extent constituting an Incremental Loan to finance a Limited Condition Acquisition, the foregoing other than with respect to the absence of an Event of Default pursuant to Section 10.1(a); , (iib), (h) or (i), shall be satisfied at the LCA Test Date related to such Limited Condition Acquisition); (D) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (includingincluding Permitted Acquisitions, without limitation, Permitted Acquisitions and joint venture Investments permitted under Section 7.7 hereunder, Capital Expenditures permitted hereunder, Restricted Payments permitted hereunder and prepayments or refinancing repurchases of Permitted Other IndebtednessEquity Interests permitted hereunder); ; (iiiE) each Incremental Loan Commitment (and the New Incremental Loans made thereunder) shall share ratably in the Collateral; (iv) no Lender constitute Obligations of Borrower and shall be obligated to provide any portion secured and guaranteed with the other Extensions of any New Commitment; Credit on a pari passu basis; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (viF) in the each case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to the Administrative Agent (except to the extent permitted by clauses (vi) and (vii) above and the last sentence of this paragraph); (x) such New Loans or New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount terms of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Lenders and shall be set forth in the applicable relevant Lender Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.25.):

Incremental Loans. (a) The Borrower may may, by written notice to the Administrative Agent elect from time to time, request (i) prior to the establishment of one or more new term loan or revolving commitments (Revolving Credit Maturity Date, an increase to the “New Commitments”) hereunder, existing Revolving Credit Commitments in an aggregate amount for not to exceed the Incremental Revolving Credit Amount from one or more Incremental Revolving Credit Lenders, all of which must be Eligible Assignees (any such New Commitments not in excess of increase, the Maximum “Incremental Facilities Amount. Each such notice shall specify the date (each, an “Increased Amount DateRevolving Credit Commitments”) on which the Borrower proposes that the New Commitments shall be effective, which date shall be reasonably acceptable to the Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Commitments may elect or decline, in its sole discretion, to provide such New Commitments. Such New Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to the making of any Tranche of New Loans pursuant thereto and after giving effect to any Permitted Acquisition or similar Investment consummated in connection therewith (provided, however, that, if the proceeds of any New Loans shall be used for a Permitted Acquisition, the Lenders providing such New Loans may waive any such Default or Event of Default existing on the applicable Increased Amount Date); and/or (ii) prior to the proceeds Term Loan Maturity Date, the establishment of any New Loans Incremental Term Loan Commitments in an aggregate amount not to exceed the Incremental Term Loan Amount from one or more Incremental Term Lenders, all of which must be Eligible Assignees. Such notice shall set forth (A) the amount of Incremental Revolving Credit Commitments and/or Incremental Term Loan Commitments being requested (which shall be used for general corporate purposes in minimum increments of $500,000 and a minimum amount of $1,000,000 or such lesser amount equal to the Borrower and its Subsidiaries remaining Incremental Revolving Credit Amount or Incremental Term Loan Amount, as applicable), (including, without limitation, Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other Indebtedness); (iiiB) the New Loans date on which such Incremental Revolving Credit Commitments and/or Incremental Term Loan Commitments are requested to become effective (which shall share ratably in not be less than 10 Business Days nor more than 60 days after the Collateral; date of such notice) and (iv) no Lender shall be obligated to provide any portion of any New Commitment; (v) the New Loans that are term loans (“New Term Loans”) shall share ratably or less in any mandatory prepayments of the existing Term Loans; (viC) in the case of any New Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Term Loans having the same terms as the initial Term Loans made on the Closing Date or commitments to make term loans with terms different from the initial Term Loans made on the Closing Date (the “Other Term Loans, the maturity date thereof shall not be earlier than the ”). (b) The Borrower may seek Incremental Revolving Credit Commitments and/or Incremental Term B2 Maturity Date and the weighted average life to maturity Loan Commitments from existing Lenders (each of which shall be equal entitled to agree or greater than the weighted average life decline to maturity of Term B2 Loans; (viiparticipate in its sole discretion) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”) the maturity date or commitment termination date thereof shall not be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior and, subject to the Administrative Agent’s consent (not to be unreasonably withheld, conditioned or delayed), additional banks, financial institutions and other institutional lenders who will become Incremental Term Lenders in connection therewith. The Borrower and each Incremental Revolving Termination Date; (viii) the New Revolving Loans Credit Lender and/or Term Lender shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms execute and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory deliver to the Administrative Agent (except an Incremental Loan Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the extent permitted by clauses (vi) Incremental Revolving Credit Commitment and/or Incremental Term Loan Commitment of such Person. The terms and (vii) above and provisions of the last sentence of this paragraph); (x) such New Loans or New Incremental Revolving Credit Commitments shall be effected pursuant identical to one or more Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; Revolving Credit Commitments (xi) with respect to any Mortgages it being understood that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with the establishment of any such transaction, including any supplements or amendments to Incremental Revolving Credit Commitments in respect of which the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the initial All-In Yield relating applicable to Incremental Revolving Credit Loans under such Incremental Revolving Credit Commitments (calculated assuming such Incremental Revolving Credit Commitments are fully drawn on the New Term Loans date so established) exceeds (the amount of such excess being referred to herein as the “Revolver Yield Differential”) the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points for Eurodollar Revolving Loans, the Applicable Margin relating then in effect for all Revolving Loans shall automatically be increased by the Revolver Yield Differential, effective upon the effectiveness of such Incremental Revolving Credit Commitments pursuant to the applicable Incremental Loan Assumption Agreement). The terms and provisions of the Incremental Term Loans shall be identical to those of the Term Loans made pursuant to clause (i) of Section 2.01(a), except as otherwise set forth herein or in the Incremental Loan Assumption Agreement, and any such terms not consistent with those of such Term Loans shall be reasonably satisfactory to the Administrative Agent. Without the prior written consent of the Required Lenders, (i) the final maturity date of any Other Term Loans shall be no earlier than the Term Loan Maturity Date, (ii) the Weighted Average Life to Maturity of the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Term Loans made pursuant to clause (i) of Section 2.01(a) and (iii) if the initial yield on such Other Term Loans (as determined by the Administrative Agent to be equal to the sum of (x) the existing margin above the Adjusted LIBO Rate on such Other Term B2 Loans shall be adjusted so (increased by the amount that the All-In Yield relating any “LIBOR floor” applicable to such New Other Term Loans does not exceed on the All-In Yield applicable date of the calculation exceeds the Adjusted LIBO Rate on such date) and (y) if such Other Term Loans are initially made at a discount or the Lenders making the same receive a fee directly or indirectly from the Borrower or any Subsidiary for doing so (the amount of such discount or fee, expressed as a percentage of the Other Term Loans, being referred to herein as “Discount”), the existing amount of such Discount divided by the lesser of (A) the Weighted Average Life to Maturity of such Other Term B2 Loans and (B) four) exceeds the sum of the Applicable Margin then in effect for Eurodollar Term Loans plus one fourth of the Closing Fees paid pursuant to Section 2.05(d) in respect of the Term Loans made pursuant to clause (i) of Section 2.01(a) by more than 50 basis points (the amount of any such adjustment, excess above 50 basis points being referred to herein as the “MFN AdjustmentYield Differential”) and (y) ), then the All-In Applicable Margin then in effect for Term Loans shall automatically be increased by the Yield applicable Differential, effective upon the making of the Other Term Loans. The Administrative Agent shall promptly notify each Lender as to the existing Term B1 Loans effectiveness of each Incremental Loan Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Loan Assumption Agreement, this Agreement shall be adjusted by an amount equal deemed amended to the MFN Adjustment; extent (xivbut only to the extent) there shall be no borrower (other than necessary to reflect the Borrower) existence and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset terms of the Borrower Incremental Revolving Credit Commitment and/or Incremental Term Loan Commitment and its subsidiaries other than the Collateral. Any New Incremental Revolving Credit Loans made on an Increased Amount Date that have terms and provisions that differ from those of the and/or Incremental Term Loans or Revolving Loans, as applicable, outstanding evidenced thereby, and the Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. (c) Notwithstanding the foregoing, no Incremental Revolving Credit Commitment or Incremental Term Loan Commitment shall become effective under this Section 2.23 unless (i) on the date on which of such New effectiveness the conditions set forth in paragraphs (b) and (c) of Section 4.01 shall be satisfied (provided that, if the proceeds of Incremental Term Loans are made to be used to finance a Permitted Acquisition, then, in lieu of the conditions set forth in paragraphs (b) and (c) of Section 4.01, only (x) “specified representations” pursuant to customary “SunGard” or “certain funds” conditionality (conformed as necessary for such Permitted Acquisition) shall be designated as required to be satisfied and (y) at the time of and immediately after such effectiveness, no Event of Default under Section 7.01(b), (c), (g) or (h) shall have occurred and be continuing) and the Administrative Agent shall have received a separate tranche certificate to that effect dated such date and executed by a Financial Officer of the Borrower, (a “Tranche”ii) of the Incremental Term Loans shall rank pari passu in right of payment and be equal with respect to security under the Loan Documents and none of the obligors or guarantors with respect thereto shall be a Person that is not a Loan Party, (iii) all fees and expenses owing in respect of such Incremental Revolving Credit Commitments and/or Incremental Term Loan Commitments to the Administrative Agent and the Lenders shall have been paid and (iv) except as otherwise specified in the applicable Incremental Loan Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each Incremental Term Lender) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Section 4.02, including, without limitation, amendments to the Mortgages, datedown endorsements to the title policies, flood zone determinations and the other deliverables, pursuant to Section 4.02(g). (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that (i) all Incremental Term Loans (other than Other Term Loans), when originally made, are included in each Borrowing of outstanding Term Loans on a pro rata basis and (ii) all Revolving Loans in respect of Incremental Revolving Credit Commitments, when originally made, are included in each Borrowing of outstanding Revolving Loans on a pro rata basis. With respect to Incremental Term Loans, as applicablethis may be accomplished by requiring each outstanding Eurodollar Term Borrowing to be converted into an ABR Term Borrowing on the date of each Incremental Term Loan, or by allocating a portion of each Incremental Term Loan to each outstanding Eurodollar Term Borrowing on a pro rata basis. Any conversion of Eurodollar Term Loans to ABR Term Loans reasonably required by the Administrative Agent to effectuate the foregoing shall be subject to Section 2.16. With respect to Incremental Revolving Credit Commitments, this may be accomplished by, with the consent of the Borrower, causing the Revolving Credit Lenders to assign portions of their outstanding Revolving Loans to Incremental Revolving Credit Lenders. If any Incremental Term Loan is to be allocated to an existing Interest Period for all purposes of this Agreementa Eurodollar Term Borrowing, except as then the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the interest rate of interest thereon for such Interest Period and the amortization schedule (if applicable) of any New Commitments other economic consequences thereof shall be determined by the Borrower and the applicable New Lenders and shall be as set forth in the applicable Joinder Incremental Loan Assumption Agreement. (b) On any Increased Amount Date on which any New Commitment become effective. In addition, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of extent any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Incremental Term Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be are not Other Term Loans, Revolving the scheduled amortization payments under Section 2.11(a)(i) required to be made after the making of such Incremental Term Loans or Revolving Commitments, as applicable. Each Joinder Agreement may, without shall be ratably increased by the consent aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis to the extent necessary to avoid any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, reduction in the opinion of amortization payments to which the Administrative Agent, to effect the provisions of this Section 2.25Term Lenders were entitled before such recalculation.

Incremental Loans. (a) The At any time following the Closing Date, the Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan or revolving commitments increases in the Commitments (the any such increase, an “New CommitmentsIncremental Commitment Increase”) hereunderto make revolving credit loans under the Revolving Credit Facility (any such loan, in an “Incremental Loan”); provided that (1) the total aggregate principal amount for all such New Commitments Incremental Commitment Increases shall not in excess (as of any date of incurrence thereof) exceed $25,000,000 and (2) the Maximum total aggregate amount for each Incremental Facilities AmountCommitment Increase shall not be less than a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to the foregoing clause (1). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments any Incremental Commitment Increase shall be effective, which date shall be reasonably acceptable a date not less than ten (10) Business Days after the date on which such notice is delivered to Administrative Agent. The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person approved by the Administrative Agent; provided that Agent in its sole discretion, to provide an Incremental Commitment Increase (any such Person, an “Incremental Lender”). Any proposed Incremental Lender offered or approached to provide all or a portion of any New Commitments Incremental Commitment Increase may elect or decline, in its sole discretion, to provide such New CommitmentsIncremental Commitment Increase. Such New Commitments Any Incremental Commitment Increase shall become effective as of such Increased Amount Date; provided that that: (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments and to (1) any Incremental Commitment Increase, (2) the making of any Tranche of New Incremental Loans pursuant thereto and (3) any Permitted Acquisition consummated in connection therewith; (ii) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, that both before and after giving effect to any Incremental Commitment Increase and the making of any Incremental Loans pursuant thereto (with any Incremental Commitment Increase being deemed to be fully funded) and to any Permitted Acquisition or similar Investment consummated in connection therewith therewith, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 8.14; (provided, however, that, if iii) each of the proceeds of any New Loans representations and warranties contained in Article VI shall be used for a Permitted Acquisitiontrue and correct in all material respects, except to the Lenders providing such New Loans may waive extent any such Default representation and warranty is qualified by materiality or Event of Default existing reference to Material Adverse Effect, in which case, such representation and warranty shall be true, correct and complete in all respects, on the applicable such Increased Amount DateDate with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date); ; (iiiv) the proceeds of any New Incremental Loans shall be used for general corporate purposes of the Borrower and its Subsidiaries (including, without limitation, including Permitted Acquisitions and Investments permitted under Section 7.7 and prepayments or refinancing of Permitted Other IndebtednessAcquisitions); (iii) the New Loans shall share ratably in the Collateral; (iv) no Lender shall be obligated to provide any portion of any New Commitment; ; (v) each Incremental Commitment Increase (and the New Incremental Loans that are term loans (“New Term Loans”made thereunder) shall share ratably or less in any mandatory prepayments constitute Obligations of the existing Term Borrower and shall be secured and guaranteed with the other Extensions of Credit on a pari passu basis; (vi) (A) each Incremental Commitment Increase and Incremental Loan shall mature on the Maturity Date, shall bear interest and be entitled to fees, in each case at the rate applicable to the Loans, and shall be subject to the same terms and conditions as the Loans; (vi) in the case of any New Term Loans, the maturity date thereof shall not be earlier than the Term B2 Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term B2 Loans; (vii) in the case of any New Loans that are revolving loans or commitments (“New Revolving Loans”B) the maturity date or commitment termination date thereof shall not outstanding Loans and Commitment Percentages of L/C Obligations will be earlier than the Revolving Termination Date and such New Revolving Loans shall not require any scheduled commitment reductions prior to the Revolving Termination Date; (viii) the New Revolving Loans shall share ratably or less in any mandatory prepayments of the existing Revolving Loans; (ix) all terms and documentation with respect to any New Loans which differ from those with respect to the Loans under the applicable Facility shall be reasonably satisfactory to reallocated by the Administrative Agent on the applicable Increased Amount Date among the Lenders (including the Incremental Lenders providing such Incremental Commitment Increases) in accordance with their revised Commitment Percentages (and the Lenders (including the Incremental Lenders providing such Incremental Commitment Increases) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment); and (C) except as provided above, all of the other terms and conditions applicable to such Incremental Commitment Increase and Incremental Loan shall, except to the extent permitted by clauses (vi) otherwise provided in this Section 4.13, be identical to the terms and conditions applicable to the Revolving Credit Facility; (vii) above any Incremental Lender shall be entitled to the same voting rights as the existing Lenders under the Revolving Credit Facility and any Extensions of Credit made in connection with each Incremental Loan shall receive proceeds of prepayments on the last sentence of this paragraph); same basis as the other Loans made hereunder; (xviii) such New Loans or New Commitments Incremental Commitment Increases shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and one or more New Lenders; (xi) with respect to any Mortgages that exist at the time of such New Loans, modifications to such Mortgages may be recorded and the Borrower shall deliver or cause to be delivered any title endorsements reasonably requested by Administrative Agent; (xii) the Borrower shall deliver or cause to be delivered any customary legal opinions, including legal opinions from local counsel with respect to any mortgage modifications, or other documents reasonably requested by Administrative Agent in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Loans to be secured thereby; (xiii) with respect to any New Term Loans incurred on or prior to the date that is 18 months after the Closing Date, if the All-In Yield relating to the New Term Loans exceeds the All-In Yield then in effect with respect to the Term B2 Loans by more than 50 basis points the Applicable Margin relating to (x) the existing Term B2 Loans shall be adjusted so that the All-In Yield relating to such New Term Loans does not exceed the All-In Yield applicable to the existing Term B2 Loans by more than 50 basis points (the amount of any such adjustment, the “MFN Adjustment”) and (y) the All-In Yield applicable to the existing Term B1 Loans shall be adjusted by an amount equal to the MFN Adjustment; (xiv) there shall be no borrower (other than the Borrower) and no guarantors (other than the Guarantors) in respect of such New Loans; and (xv) the New Loans shall not be secured by any asset of the Borrower and its subsidiaries other than the Collateral. Any New Loans made on an Increased Amount Date that have terms and provisions that differ from those of the Term Loans or Revolving Loans, as applicable, outstanding on the date on which such New Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans or Revolving Loans, as applicable, for all purposes of this Agreement, except as the relevant Joinder Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any New Commitments shall be determined by the Borrower and the applicable New Incremental Lenders and shall be set forth in the applicable Joinder Agreement. (b) On any Increased Amount Date on which any New Commitment become effective, subject to the foregoing terms and conditions, each lender with a New Commitment (each, a “New Lender”) shall become a Lender hereunder with respect to such New Commitment. (c) The terms and provisions of the New Commitments of any Tranche shall be, except as otherwise set forth in the relevant Joinder Agreement, identical to those of the applicable Loans and for purposes of this Agreement, any New Loans or New Commitments shall be deemed to be Term Loans, Revolving Loans or Revolving Commitments, as applicable. 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 2.254.13); and (ix) the Borrower shall deliver or cause to be delivered any customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the board of directors (or equivalent governing body) of each Credit Party authorizing such Incremental Commitment Increase) reasonably requested by Administrative Agent in connection with any such transaction. (b) The Incremental Lenders shall be included in any determination of the Required Lenders, and, unless otherwise agreed, the Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. On any Increased Amount Date on which any Incremental Commitment Increase becomes effective, subject to the foregoing terms and conditions, each Incremental Lender with an Incremental Commitment Increase shall become a Lender hereunder with respect to such Incremental Commitment Increase.