Common use of Incremental Revolving Loan Commitments Clause in Contracts

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.19, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, any other Person which will qualify as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements), (iv) each provision of Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 shall not exceed $375,000,000, (vi) the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided pursuant to this Section 1.19, when combined with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agent.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.19, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, any other Person which will qualify as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements), (iv) each provision of Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 shall not exceed $375,000,000750,000,000, (vi) the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided pursuant to this Section 1.19, when combined with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agent.

Incremental Revolving Loan Commitments. (a) (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or no more than two occasions per fiscal year of the Borrower (or, with the prior written approval of the Administrative Agent, on no more than three occasions per fiscal year of the Borrower) that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender (or other Person who qualifies as an Eligible Transferee) has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 2.14 and (y) the other conditions set forth in Section 1.19(b) Incremental Revolving Loan Commitment Requirements shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.192.14, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, or any other Person which will qualify who qualifies as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of any Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) added to the Total Commitment on a given date pursuant to this Section 1.19 2.14 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 2.14 shall not cause the Total Commitment to exceed $375,000,000, 700,000,000 and (vi) all actions taken by the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided Borrower pursuant to this Section 1.19, when combined 2.14 shall be done in coordination with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess the Administrative Agent. For the avoidance of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19doubt, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank Lender which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any without first requesting such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without from the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentthen existing Lenders.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time prior to May 22, 2005, but on no more than 3 occasions, and in each case upon at least 5 Business Days’ ' prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 2.19 and (y) the other conditions set forth in Section 1.19(b2.19(b) shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.192.19, (iii) any Lender (or, in the circumstances contemplated by clause (viivi) below, any other Person which will qualify as an Eligible TransfereeAssignee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 2.19 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (viivi) below, Eligible Transferees Assignees who will become Lenders)) of at least $10,000,000 5,000,000.00 and in integral multiples of $1,000,000 1,000,000.00 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 shall not exceed $375,000,000, (vi) the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided pursuant to this Section 1.19, when combined with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche2.19, shall not exceed $150,000,00035,000,000.00, (viivi) if after the Corporation Borrower has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.192.19, the Corporation Borrower has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation Borrower desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation Borrower as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees Assignees hereunder in an aggregate amount equal up to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee Assignee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee Assignee which is not already a Lender shall be in a minimum amount (for such Eligible TransfereeAssignee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent5,000,000.00, and (ixvii) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) Borrower pursuant to this Section 1.19 2.19 shall be done in coordination with the Administrative Agent.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or no more than two occasions per fiscal year of the Borrower (or, with the prior written approval of the Administrative Agent, on no more than three occasions per fiscal year of the Borrower) that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender (or other Person who qualifies as an Eligible Transferee) has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 1.142.14 and (y) the other conditions set forth in Section 1.19(b) Incremental Revolving Loan Commitment Requirements shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.142.14, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, or any other Person which will qualify who qualifies as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of any Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) added to the Total Commitment on a given date pursuant to this Section 1.19 1.142.14 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.142.14 shall not cause the Total Commitment to exceed $375,000,000, 700,000,000 (after giving effect to all such Incremental Revolving Loan Commitments in an amount not to exceed $200,000,000 in the aggregate) and (vi) all actions taken by the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided Borrower pursuant to this Section 1.19, when combined 1.142.14 shall be done in coordination with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess the Administrative Agent. For the avoidance of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19doubt, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank Lender which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any without first requesting such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without from the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentthen existing Lenders.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or no more than two occasions per fiscal year of the Borrower (or, with the prior written approval of the Administrative Agent, on no more than three occasions per fiscal year of the Borrower) that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender (or other Person who qualifies as an Eligible Transferee) has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 1.14 and (y) the other conditions set forth in Section 1.19(b) Incremental Revolving Loan Commitment Requirements shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.14, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, or any other Person which will qualify who qualifies as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of any Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) added to the Total Commitment on a given date pursuant to this Section 1.19 1.14 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.14 shall not cause the Total Commitment to exceed $375,000,000, 700,000,000 (after giving effect to all such Incremental Revolving Loan Commitments in an amount not to exceed $200,000,000 in the aggregate) and (vi) all actions taken by the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided Borrower pursuant to this Section 1.19, when combined 1.14 shall be done in coordination with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess the Administrative Agent. For the avoidance of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19doubt, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank Lender which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any without first requesting such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without from the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentthen existing Lenders.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Request Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Silgan shall have the right right, in consultation and coordination with the Administrative Agent as to all of the matters set forth below in this Section 1.15, but without requiring the consent of any of the Agents (except as otherwise provided in this Section 1.15) or the Lenders, to request at any time and from time to time after the Initial Borrowing Date and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or more occasions Incremental Commitment Termination Date that one or more Lenders (and/or one or more other Persons which are Eligible Transferees and which will become Lenders as provided belowRevolving Lenders) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans and participate in Letters of Credit and Swingline Loans pursuant thereto; it being understood and agreed, however, provided that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) and until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent Agent, Silgan and the Revolving Borrowers an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied1.15, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (if any) or participate in any Alternate Currency Revolving Letters of Credit or Swingline Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche)RL Percentage, in each case case, as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.15, (iiiii) any Lender (or, in the circumstances contemplated by clause (vii) below, including any other Person which will qualify as is an Eligible TransfereeTransferee who will become a Revolving Lender) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any Agent or any other Lender; provided that any Person that is not a Revolving Lender (other than prior to the Administrative Agent in the circumstances contemplated by the definition effectiveness of its Incremental Revolving Loan Commitment Requirements)shall require the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) to provide an Incremental Revolving Loan Commitment pursuant to this Section 1.15, (iviii) the aggregate amount of each request (and provision of therefor) for Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 shall be in a minimum aggregate amount (for all Lenders which provide an Incremental Revolving Loan Commitment pursuant to a given Incremental Revolving Loan Commitment Agreement pursuant to this Section 1.15 (including, in the circumstances contemplated by clause (vii) below, including Persons who are Eligible Transferees who and will become Revolving Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof50,000,000 (or such lesser amount as is acceptable to the Administrative Agent), (viv) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.15 shall not exceed $375,000,000exceed, (vi) when combined with the aggregate amount of all Incremental Alternate Currency Revolving Term Loan Sub-Commitments permitted to be provided pursuant to this Section 1.191.14, when combined with the sum of (I) $750,000,000 plus (II) the aggregate amount of any and all increases reductions to the Total Revolving Loan Commitment made pursuant to Section 13.12(e)(I3.02 (for this purpose, using the Dollar Equivalent of any Incremental Term Loan Commitments provided in an Alternate Currency), (v) all Loans incurred pursuant to Alternate Currency an Incremental Revolving Loan Sub-Commitments relating Commitment (and all interest, fees and other amounts payable thereon) (including, without limitation, such Revolving Loans incurred by a Foreign Revolving Borrower) shall be Obligations under this Agreement and the other applicable Credit Documents and shall be secured by the US Collateral, and guaranteed under the US Borrowers/Subsidiaries Guaranty, on a pari passu basis with all other Revolving Loans, (vi) all Revolving Loans incurred pursuant to each Alternate Currency an Incremental Revolving Loan Sub-Tranche in excess Commitment (and all interest, fees and other amounts payable thereon) incurred by a Foreign Revolving Borrower also shall be secured and guaranteed to the extent required by Section 5.03(b) and (vii) each Lender (including any Person which is an Eligible Transferee who will become a Revolving Lender) agreeing to provide an Incremental Revolving Loan Commitment pursuant to an Incremental Revolving Loan Commitment Agreement shall, subject to the satisfaction of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as conditions set forth in the notice provided by the Corporation this Agreement, participate in Swingline Loans and Letters of Credit pursuant to Sections 1.01(h) and 2.04, respectively, and make Revolving Loans as provided below), then in Section 1.01(e) and such Revolving Loans shall constitute Revolving Loans for all purposes of this Agreement and the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentother applicable Credit Documents.

Incremental Revolving Loan Commitments. (a) So long as no -------------------------------------- Default or Event of Default then exists or would result therefrom, the Incremental Revolving Loan Commitment Requirements are satisfied at Borrower, with the time prior consent of the delivery of the request referred to belowAdministrative Agent (which consent shall not be unreasonably withheld or delayed), the Corporation shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one up to three occasions on or more occasions prior to the Incremental Commitment Expiry Date that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) and until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied1.15, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.15, (iiiii) any Lender (or, in the circumstances contemplated by clause (viiv) below, any other Person which will qualify as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iviii) each provision of Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 1.15 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (viiv) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 25,000,000 and in integral multiples of $1,000,000 in excess thereof, (viv) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 shall not exceed $375,000,0001.15, (vi) when combined with the aggregate amount of all Incremental Alternate Currency Revolving B Term Loan Sub-Commitments permitted to be provided pursuant to this Section 1.19, when combined with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche1.14, shall not exceed $150,000,000100,000,000, (viiv) if if, after the Corporation Borrower has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.191.15, the Corporation Borrower has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation Borrower desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation Borrower to the Administrative Agent as provided belowabove), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,0001,000,000, (viiivi) no prior to the effectiveness of any Incremental Alternate Currency Revolving Loan Sub-Commitment with respect Commitments, the Borrower shall have certified to a Permitted Non-LIBOR-Based Alternate Currency shall the Administrative Agent that the aggregate principal amount of all Revolving Loans permitted to be provided incurred pursuant to this Section 1.19 such Incremental Revolving Loan Commitments is permitted to be incurred under, and in accordance with, the Senior Subordinated Note Indenture (including, without limitation, by providing to the consent Administrative Agent (x) an officer's certificate of the Administrative AgentBorrower's chief financial officer or treasurer demonstrating (in reasonable detail) that the incurrence of all such Revolving Loans may be incurred in accordance with, and will not violate the provisions of, the Senior Subordinated Note Indenture (including, to the extent applicable, the proviso to Section 4.03 of the Senior Subordinated Note Indenture), and (ixy) officers' certificate referred to in clause (6) of the definition of "Senior Debt" set forth in the Senior Subordinated Note Indenture), and (vii) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) Borrower pursuant to this Section 1.19 1.15 shall be done in coordination with the Administrative Agent.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Request Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Silgan shall have the right right, in consultation and coordination with the Administrative Agent as to all of the matters set forth below in this Section 1.15, but without requiring the consent of any of the Agents (except as otherwise provided in this Section 1.15) or the Lenders, to request at any time and from time to time after the Initial Borrowing Date and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or more occasions Incremental Commitment Termination Date that one or more Lenders (and/or one or more other Persons which are Eligible Transferees and which will become Lenders as provided belowRevolving Lenders) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans and participate in Letters of Credit and Swingline Loans pursuant thereto; it being understood and agreed, however, provided that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) and until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent Agent, Silgan and the Revolving Borrowers an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied1.15, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (if any) or participate in any Alternate Currency Revolving Letters of Credit or Swingline Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche)RL Percentage, in each case case, as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.15, (iiiii) any Lender (or, in the circumstances contemplated by clause (vii) below, including any other Person which will qualify as is an Eligible TransfereeTransferee who will become a Revolving Lender) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any Agent or any other Lender; provided that any Person that is not a Revolving Lender (other than prior to the Administrative Agent in the circumstances contemplated by the definition effectiveness of its Incremental Revolving Loan Commitment Requirements)shall require the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) to provide an Incremental Revolving Loan Commitment pursuant to this Section 1.15, (iviii) the aggregate amount of each request (and provision of therefor) for Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 shall be in a minimum aggregate amount (for all Lenders which provide an Incremental Revolving Loan Commitment pursuant to a given Incremental Revolving Loan Commitment Agreement pursuant to this Section 1.15 (including, in the circumstances contemplated by clause (vii) below, including Persons who are Eligible Transferees who and will become Revolving Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof50,000,000, (viv) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.15 shall not exceed $375,000,000exceed, (vi) when combined with the aggregate amount of all Incremental Alternate Currency Revolving Term Loan Sub-Commitments permitted to be provided pursuant to Section 1.14, $450,000,000 in the aggregate (for this Section 1.19purpose, when combined with using the Dollar Equivalent of any Incremental Term Loan Commitments provided in an Alternate Currency), (v) all Loans incurred pursuant to an Incremental Revolving Loan Commitment (and all increases interest, fees and other amounts payable thereon) (including, without limitation, such Revolving Loans incurred by a Foreign Revolving Borrower) shall be Obligations under this Agreement and the other applicable Credit Documents and shall be secured by the US Collateral, and guaranteed under the US Borrowers/Subsidiaries Guaranty, on a pari passu basis with all other Revolving Loans, (vi) all Revolving Loans incurred pursuant to Section 13.12(e)(I) to Alternate Currency an Incremental Revolving Loan Sub-Commitments relating Commitment (and all interest, fees and other amounts payable thereon) incurred by a Foreign Revolving Borrower also shall be secured and guaranteed to the extent required by Section 5.03(b), and (vii) each Alternate Currency Lender (including any Person which is an Eligible Transferee who will become a Revolving Lender) agreeing to provide an Incremental Revolving Loan Sub-Tranche in excess Commitment pursuant to an Incremental Revolving Loan Commitment Agreement shall, subject to the satisfaction of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as conditions set forth in the notice provided by the Corporation this Agreement, participate in Swingline Loans and Letters of Credit pursuant to Sections 1.01(g) and 2.04, respectively, and make Revolving Loans as provided below), then in Section 1.01(e) and such Revolving Loans shall constitute Revolving Loans for all purposes of this Agreement and the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentother applicable Credit Documents.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or no more than two occasions per fiscal year of the Borrower (or, with the prior written approval of the Administrative Agent, on no more than three occasions per fiscal year of the Borrower) that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender (or other Person who qualifies as an Eligible Transferee) has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 2.14 and (y) the other conditions set forth in Section 1.19(b) Incremental Revolving Loan Commitment Requirements shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.192.14, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, or any other Person which will qualify who qualifies as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of any Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) added to the Total Commitment on a given date pursuant to this Section 1.19 2.14 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 2.14 shall not cause the Total Commitment to exceed $375,000,000, 700,000,000 and (vi) all actions taken by the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided Borrower pursuant to this Section 1.19, when combined 2.14 shall be done in coordination with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess the Administrative Agent. For the avoidance of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19doubt, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank Lender which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any without first requesting such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without from the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentthen existing Lenders.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation shall have the right at any time and from time to time and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.19, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, any other Person which will qualify as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements), (iv) each provision of Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 shall not exceed $375,000,000400,000,000, (vi) the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided pursuant to this Section 1.19, when combined with any and all increases pursuant to Section 13.12(e)(I13.12(e) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (( for such Eligible Transferee) of at least $5,000,000, 5,000,000 and (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agent.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time and upon at least 5 Business Days’ ' prior written notice to the Administrative Agent, to request on one or no more than two occasions per fiscal year of the Borrower (or, with the prior written approval of the Administrative Agent, on no more than three occasions per fiscal year of the Borrower) that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender (or other Person who qualifies as an Eligible Transferee) has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 1.14 and (y) the other conditions set forth in Section 1.19(b) Incremental Revolving Loan Commitment Requirements shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.14, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, or any other Person which will qualify who qualifies as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of any Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) added to the Total Commitment on a given date pursuant to this Section 1.19 1.14 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.14 shall not cause the Total Commitment to exceed $375,000,000225,000,000 (after giving effect to all such Incremental Revolving Loan Commitments), and (vi) all actions taken by the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided Borrower pursuant to this Section 1.19, when combined 1.14 shall be done in coordination with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess the Administrative Agent. For the avoidance of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19doubt, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank Lender which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any without first requesting such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without from the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentthen existing Lenders.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Borrower shall have the right at any time and from time to time and upon at least 5 Business Days’ ' prior written notice to the Administrative Agent, to request on one or no more than two occasions per fiscal year of the Borrower (or, with the prior written approval of the Administrative Agent, on no more than three occasions per fiscal year of the Borrower) that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the CorporationBorrower, (ii) until such time, if any, as (x) such Lender (or other Person who qualifies as an Eligible Transferee) has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 1.14 and (y) the other conditions set forth in Section 1.19(b) Incremental Revolving Loan Commitment Requirements shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.14, (iii) any Lender (or, in the circumstances contemplated by clause (vii) below, or any other Person which will qualify who qualifies as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements)Lender, (iv) each provision of any Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) added to the Total Commitment on a given date pursuant to this Section 1.19 1.14 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.14 shall not cause the Total Commitment to exceed $375,000,000350,000,000 (after giving effect to all such Incremental Revolving Loan Commitments), and (vi) all actions taken by the aggregate amount of all Incremental Alternate Currency Revolving Loan Sub-Commitments permitted to be provided Borrower pursuant to this Section 1.19, when combined 1.14 shall be done in coordination with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess the Administrative Agent. For the avoidance of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19doubt, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below), then the Corporation Borrower may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank Lender which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any without first requesting such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without from the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentthen existing Lenders.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation shall have the right at any time and from time to time and upon at least 5 Business Days’ ' prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 1.20 and (y) the other conditions set forth in Section 1.19(b1.20(b) shall have been satisfied, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (or any Alternate Currency Revolving Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche), in each case as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.20, (iii) any Lender (or, in the circumstances contemplated by clause (viivi) below, any other Person which will qualify as an Eligible Transferee) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any other Lender (other than the Administrative Agent in the circumstances contemplated by the definition of Incremental Revolving Loan Commitment Requirements), (iv) each provision of Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 1.20 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (viivi) below, Eligible Transferees who will become Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof, (v) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 shall not exceed $375,000,0001.20, (vi) when combined with the aggregate amount of all Incremental Alternate Currency Revolving Term Loan Sub-Commitments permitted to be provided pursuant to this Section 1.19, when combined with any and all increases pursuant to Section 13.12(e)(I) to Alternate Currency Revolving Loan Sub-Commitments relating to each Alternate Currency Revolving Loan Sub-Tranche in excess of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000200,000,000, (viivi) if (A) after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.191.20, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as set forth in the notice provided by the Corporation as provided below) or (B) the Corporation is obligated to request an Incremental Revolving Loan Commitment from one or more Eligible Transferees that is not already a Lender in order to comply with the requirements of subclause (y) of the proviso appearing in Section 1.19(a)(vi), then the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiencydeficiency (in circumstances contemplated by preceding clause (A)) or the amount required to comply with the requirements of subclause (y) of the proviso appearing in Section 1.19(a)(vi) (in the circumstances contemplated by preceding subclause (B)), as the case may be, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided PROVIDED that (x) any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,0005,000,000 and (y) any request of Incremental Revolving Loan Commitments from any such Person in the circumstances contemplated by subclause (A) of this clause (vi) above must be accompanied by a request for an -30- Incremental Term Loan Commitment from such Person in accordance with the requirements of Section 1.19(a), with the aggregate amount of the Incremental Loan Commitments to be provided by such Person pursuant to such requests to be allocated among the Incremental Term Loan Commitment and the Incremental Revolving Loan Commitment to be provided by such Person on a PRO RATA basis (based on the aggregate outstanding principal amount of all Term Loans at such time and the Total Revolving Loan Commitment as in effect at such time), (viiivii) in no Incremental event shall any Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided (or be increased) as a result of the provision of Incremental Revolving Loan Commitments pursuant to this Section 1.19 without the consent of the Administrative Agent, 1.20 and (ixviii) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 1.20 shall be done in coordination with the Administrative Agent.

Incremental Revolving Loan Commitments. (a) So long as the Incremental Revolving Loan Commitment Request Requirements are satisfied at the time of the delivery of the request referred to below, the Corporation Silgan shall have the right right, in consultation and coordination with the Administrative Agent as to all of the matters set forth below in this Section 1.15, but without requiring the consent of any of the Agents (except as otherwise provided in this Section 1.15) or the Lenders, to request at any time and from time to time after the Initial Borrowing Date and upon at least 5 Business Days’ prior written notice to the Administrative Agent, to request on one or more occasions Incremental Commitment Termination Date that one or more Lenders (and/or one or more other Persons which are Eligible Transferees and which will become Lenders as provided belowRevolving Lenders) provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments with respect to one or more Alternate Currency Revolving Loan Sub-Tranches) and, subject to the applicable terms and conditions contained in this Agreement, make Revolving Loans and participate in Letters of Credit and Swingline Loans pursuant thereto; it being understood and agreed, however, provided that (i) no Lender shall be obligated to provide an Incremental Revolving Loan Commitment (or a related Incremental Alternate Currency Revolving Loan Sub-Commitment) as a result of any such request by the Corporation, (ii) and until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) and executed and delivered to the Administrative Agent Agent, Silgan and the Revolving Borrowers an Incremental Revolving Loan Commitment Agreement in respect thereof as provided in clause (b) of this Section 1.19 and (y) the other conditions set forth in Section 1.19(b) shall have been satisfied1.15, such Lender shall not be obligated to fund any Revolving Loans in excess of its Revolving Loan Commitment (if any) or participate in any Alternate Currency Revolving Letters of Credit or Swingline Loans under a given Alternate Currency Revolving Loan Sub-Tranche in excess of its Alternate Currency Revolving Loan Sub-Commitment relating to such Alternate Currency Revolving Loan Sub-Tranche)RL Percentage, in each case case, as in effect prior to giving effect to such Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) provided pursuant to this Section 1.191.15, (iiiii) any Lender (or, in the circumstances contemplated by clause (vii) below, including any other Person which will qualify as is an Eligible TransfereeTransferee who will become a Revolving Lender) may so provide an Incremental Revolving Loan Commitment (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) without the consent of any Agent or any other Lender; provided that any Person that is not a Revolving Lender (other than prior to the Administrative Agent in the circumstances contemplated by the definition effectiveness of its Incremental Revolving Loan Commitment Requirements)shall require the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) to provide an Incremental Revolving Loan Commitment pursuant to this Section 1.15, (iviii) the aggregate amount of each request (and provision of therefor) for Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitment) on a given date pursuant to this Section 1.19 shall be in a minimum aggregate amount (for all Lenders which provide an Incremental Revolving Loan Commitment pursuant to a given Incremental Revolving Loan Commitment Agreement pursuant to this Section 1.15 (including, in the circumstances contemplated by clause (vii) below, including Persons who are Eligible Transferees who and will become Revolving Lenders)) of at least $10,000,000 and in integral multiples of $1,000,000 in excess thereof50,000,000, (viv) the aggregate amount of all Incremental Revolving Loan Commitments permitted to be provided pursuant to this Section 1.19 1.15 shall not exceed in the aggregate the lesser of (A) $375,000,000, 150,000,000 and (viB) when combined with the aggregate amount of all Incremental Alternate Currency Revolving Term Loan Sub-Commitments permitted to be provided pursuant to Section 1.14, $350,000,000 (for this Section 1.19purpose, when combined with using the Dollar Equivalent of any Incremental Term Loan Commitments provided in an Alternate Currency), (v) all Loans incurred pursuant to an Incremental Revolving Loan Commitment (and all increases interest, fees and other amounts payable thereon) (including, without limitation, such Revolving Loans incurred by a Foreign Revolving Borrower) shall be Obligations under this Agreement and the other applicable Credit Documents and shall be secured by the US Collateral, and guaranteed under the US Borrowers/Subsidiaries Guaranty, on a pari passu basis with all other Revolving Loans, (vi) all Revolving Loans incurred pursuant to Section 13.12(e)(I) to Alternate Currency an Incremental Revolving Loan Sub-Commitments relating Commitment (and all interest, fees and other amounts payable thereon) incurred by a Foreign Revolving Borrower also shall be secured and guaranteed to the extent required by Section 5.04(b), and (vii) each Alternate Currency Lender (including any Person which is an Eligible Transferee who will become a Revolving Lender) agreeing to provide an Incremental Revolving Loan Sub-Tranche in excess Commitment pursuant to an Incremental Revolving Loan Commitment Agreement shall, subject to the satisfaction of the relevant Alternate Currency Revolving Loan Sub-Commitment Sub-Limit (for this purposes, determined without regard to the proviso in the definition thereof) for the respective Alternate Currency Revolving Loan Sub-Tranche, shall not exceed $150,000,000, (vii) if after the Corporation has requested the then existing Lenders (other than Defaulting Lenders) to provide Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) pursuant to this Section 1.19, the Corporation has not received Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) in an aggregate amount equal to that amount of the Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) which the Corporation desires to obtain pursuant to such request (as conditions set forth in the notice provided by the Corporation this Agreement, participate in Swingline Loans and Letters of Credit pursuant to Sections 1.01(f) and 2.04, respectively, and make Revolving Loans as provided below), then in Section 1.01(d) and such Revolving Loans shall constitute Revolving Loans for all purposes of this Agreement and the Corporation may request Incremental Revolving Loan Commitments (and related Incremental Alternate Currency Revolving Loan Sub-Commitments, if applicable) from Persons reasonably acceptable to the Administrative Agent and each Issuing Bank which would qualify as Eligible Transferees hereunder in an aggregate amount equal to such deficiency, in any such case on terms which are no more favorable to such Eligible Transferee in any respect than the terms offered to the Lenders, provided that any such Incremental Revolving Loan Commitments (and any related Incremental Alternate Currency Revolving Loan Sub-Commitments) provided by any such Eligible Transferee which is not already a Lender shall be in a minimum amount (for such Eligible Transferee) of at least $5,000,000, (viii) no Incremental Alternate Currency Revolving Loan Sub-Commitment with respect to a Permitted Non-LIBOR-Based Alternate Currency shall be provided pursuant to this Section 1.19 without the consent of the Administrative Agent, and (ix) all actions taken by the Corporation (and any Alternate Currency Revolving Loan Borrower) pursuant to this Section 1.19 shall be done in coordination with the Administrative Agentother applicable Credit Documents.