Common use of Revolver Increase Clause in Contracts

Revolver Increase. Subject to the terms and conditions set forth herein, the Borrower shall have the right, at any time and from time to time prior to the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall exist. No existing Lender shall have any obligation to provide all or any portion of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of any new Revolver Increase therein.

Revolver Increase. Subject Borrowers may, by written notice to Agent (whereupon Agent shall promptly deliver a copy to each of the Lenders), request that the amount of the aggregate Revolver Commitment be increased by an amount of up to $40,000,000 (any such increase, a “Revolver Increase”); provided, that no such Revolver Increase shall be made if (i) at the time that such Revolver Increase is to be made (and after giving effect thereto) a Default or Event of Default shall exist or would occur as a result of such Revolver Increase, (ii) Agent has not received an opinion of Borrowers’ counsel reasonably satisfactory to Agent opining that the Revolver Increase does not conflict with, or result in a breach of, the Second Lien Debt Documents or the 2009 Indenture, or require that the Debt evidenced by the Second Lien Debt Documents or the 2009 Indenture be secured on an equal and ratable basis with any portion of the Obligations, (iii) Agent has not received a certificate of Parent reasonably satisfactory to Agent certifying that the Revolver Increase not conflict with, or result in a breach of, the Indenture, or require that the Debt evidenced by the Indenture be secured on an equal and ratable basis with any portion of the Obligations, (iv) the holders of the Second Lien Debt have not consented to the Revolver Increase and the Second Lien Debt Intercreditor Agreement has not been amended in a manner satisfactory to Agent to increase the “Maximum Priority First Lien Loan Amount” (as defined in the Second Lien Debt Intercreditor Agreement) by at least 110% of the Revolver Increase, or (v) Agent has not received commitments (reasonably satisfactory to Agent) from Lenders (or their Affiliates) or other Persons reasonably acceptable to Agent, within 90 days after receipt of Borrowers’ request and prior to such Revolver Increase, to provide Revolver Commitments which, in the aggregate, equal the amount of the requested Revolver Increase. Any such Revolver Increase shall be in a minimum amount of $5,000,000 and the aggregate amount of all Revolver Increases shall not exceed $40,000,000. Notwithstanding anything to the contrary herein, no Lender shall have any obligation to increase its Revolver Commitment to provide all or any portion of a Revolver Increase. In the event Agent receives satisfactory commitments for Revolver Commitments in excess of the requested Revolver Increase, Agent shall have the right, following consultation with Borrower Representative, to allocate the Revolver Increase among such commitments as Agent shall elect. The notice from Borrowers pursuant to this Section shall set forth the requested amount of such Revolver Increase. If Borrowers’ request for the Revolver Increase satisfies all of the terms and conditions set forth herein, Agent shall notify Borrower Representative and each Lender of the Borrower shall have the right, at any time and from time to time prior to the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any date such Revolver Increase is to be made, which date shall be on or after delivery to Agent of each of the following documents: (each an “Additional Revolving Loan”1) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basisjoinder agreement signed by a duly authorized representative of any Person that becomes a Lender, (ii2) the proceeds an officers’ certificate of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the LendersRepresentative, in form and substance reasonably acceptable to the Administrative Agent, confirming compliance with all conditions precedent set forth herein; (vi3) to the extent requested by any such Revolver Increase shall be in a minimum principal amount of $15,000,000 orLender, if less, the maximum remaining amount permitted pursuant executed Notes issued by Borrowers; (4) an amendment to this Agreement, as appropriate, and the other Loan Documents, to effectuate the terms of this Section 2.1(f), (vii) if 2.1.7 and the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, executed by each Borrower, each Lender providing an increased or new Revolver Commitment, and Agent; and (viii5) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder any other customary documents (including opinions of the projection term set forth in Section 3.1(ecounsel) and an officer’s certificatereasonably requested by Agent, in each case all in form and substance reasonably satisfactory acceptable to the Administrative Agent, demonstrating Agent (it being understood and agreed that, after giving effect to notwithstanding Section 14.1, any such Revolver Increase on a Pro Forma Basis, the Borrower will amendments and supplements shall be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall exist. No existing Lender shall have any obligation to provide all or any portion of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms effective without further consent of any Lender (other than any Lender providing an increased or new Revolver Increase thereinCommitment).

Revolver Increase. Subject Borrowers may, by written notice by Borrowers to Agent (whereupon Agent shall promptly deliver a copy to each of the terms and conditions set forth hereinLenders), request that the Borrower shall have amount of the rightMaximum Revolver Amount be increased by an amount of up to $10,000,000 (any such increase, at any time and from time to time prior to the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount of up ), with increases attributed to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) Maximum Canadian Revolver Amount and the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Maximum US Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably Amount as requested by the Administrative AgentBorrowers; provided, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any that no such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, made if less, (i) at the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any time that such Revolver Increase is to be made (and after giving effect thereto) a Default or Event of Default shall exist or would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on occur as a result of such Revolver Increase, and (viiiii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be Borrowers are not in compliance with the financial covenants set forth in Section 5.9 7 as of the most recent month-end on a pro forma basis after giving effect to such increase, whether or not such covenants are then in effect, or (iii) the applicable Agent(s) has or have not received additional Revolver Commitments (reasonably satisfactory to such Agent) from Lenders (or their Affiliates) or other Persons reasonably acceptable to such Agent to provide the requested Revolver Increase. Any such Revolver Increase shall be in a minimum aggregate amount of $5,000,000 and no Default or Event the aggregate amount of Default all Revolver Increases shall existnot exceed $10,000,000. No existing Revolver Increases may be requested or made after the three year anniversary of the Closing Date. Notwithstanding anything to the contrary herein, no Lender shall have any obligation to increase its Revolver Commitment to provide all or any portion of the a Revolver Increase. The Administrative Agent is authorized notice from Borrowers pursuant to enter into, on behalf this Section shall set forth the requested amount and allocation to the Maximum Canadian Revolver Amount and/or Maximum US Revolver Amount of such Revolver Increase. If Borrowers’ request for the Revolver Increase satisfies all of the Lendersterms and conditions set forth herein, the applicable Agent(s) shall notify Borrowers and each Lender of the date such Revolver Increase is to be made, which date shall be on or after delivery to Agents of each of the following documents: (1) a joinder agreement signed by a duly authorized representative of any Person that becomes a Lender, (2) an officers’ certificate of each Borrower, in form and substance reasonably acceptable to Agent, confirming compliance with all conditions precedent set forth herein; (3) an amendment to this Credit Agreement or any Agreement, as appropriate, and the other Credit Document as may be necessary Loan Documents, to incorporate effectuate the terms of this Section and the Revolver Increase, executed by Borrowers, each Lender, and Agents; and (4) any new Revolver Increase thereinother customary documents (including, if requested by Agents, opinions of counsel) reasonably requested by Agents, in each case all in form and substance reasonably acceptable to Agents (it being understood and agreed that, notwithstanding Section 14.1, any such amendments and supplements shall be effective without further consent of any Lender).

Revolver Increase. Subject to On and after the terms and conditions set forth hereinClosing Date, the Borrower shall have the rightmay, at its option at any time and from time in increments of not less than $5,000,000, seek to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Revolving Commitment Amount by up to an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), 45,000,000 (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any all such increases the Revolving Commitment Amount shall not exceed $95,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase on Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other commercial banks or financial institutions. No increase in the Revolving Commitment Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make a Revolving Loan such that the outstanding Revolving Loans of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Revolving Loans and Letter of Credit Obligations based on the Revolver Commitment of such new Lender. Any Revolving Loan as a result of an increase to the Revolver Commitment pursuant to this Section 2.2.3 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolving Commitment Amount pursuant to this Section 2.2.3, Schedule 10.1 shall be deemed amended and replaced with a new Schedule 10.1 reflecting the new Revolver Increase thereinCommitments hereunder. Notwithstanding the foregoing, in the event that Borrower elects to permanently reduce or terminate the Revolving Commitment Amount pursuant to Section 2.3.1, the Revolver Increase, to the extent not already utilized by the Borrower, shall be terminated and cease to be available to the Borrower. Unless otherwise agreed to by the Borrower, Agent and Lenders providing any Revolver Increase, no closing fees or other transaction costs (other than those expressly called for under this Agreement) shall be required by the Lender in connection with a Revolver Increase.

Revolver Increase. Subject Borrower may, prior to the fourth anniversary of the Closing Date, by written notice to Agent (whereupon Agent shall promptly deliver a copy to each of the Lenders), request up to three increases (in minimum increments of $5,000,000) to the amount of the Maximum Revolver Amount to increase the Maximum Revolver Amount to an amount not to exceed $100,000,000 at any time (any such increase, a "Revolver Increase"); provided, that no such Revolver Increase shall be made if (i) such Revolver Increase would be prohibited by the terms of the Senior Unsecured Debt Documents, (ii) at the time that such Revolver Increase is to be made (and after giving effect thereto) a Default or Event of Default shall exist, (iii) Agent has not received commitments (satisfactory to Agent) from Lenders (or their Affiliates) or other Persons acceptable to Agent to provide Revolver Commitments which, in the aggregate, equal the amount of the requested Revolver Increase, or (iv) Availability as of the date of the request by Borrower is less than the Maximum Revolver Amount (after giving effect to the proposed Revolver Increase). Notwithstanding anything to the contrary herein, no Lender shall have any obligation to increase its Revolver Commitment to provide all or any portion of a Revolver Increase. In the event Agent receives Revolver Commitments in excess of the requested Revolver Increase, Agent shall have the right to allocate the Revolver Increase among such Revolver Commitments as Agent shall elect. The notice from Borrower pursuant to this Section shall set forth the requested amount of the Revolver Increase. If Borrower's request for the Revolver Increase satisfies all of the terms and conditions set forth herein, Agent shall notify Borrower and each Lender of the Borrower shall have the right, at any time and from time to time prior to the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any date such Revolver Increase is to be made (which date shall be within 15 days of the date each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed of the foregoing conditions have been satisfied). In connection with the other Credit Party Obligations on Revolver Increase and as a pari passu basisfurther condition to providing the Revolver Increase, (iiA) Borrower shall pay to Agent any fees required to be paid pursuant to the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11Fee Letter, (iiiB) Loan Parties, Agent and Lenders shall execute such amendments, agreements, instruments and documents, if any, as Agent shall reasonably request to evidence the Borrower Revolver Increase and (C) any Person that becomes a Lender shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant joinder to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on Agreement as a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall exist. No existing Lender shall have any obligation to provide all or any portion of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of any new Revolver Increase thereinLender.

Revolver Increase. Subject to On and after the terms Sixth Amended and conditions set forth hereinRestated Effective Date, the Borrower shall have the rightmay, at its option at any time and from time in increments of not less than $5,000,000, seek to time prior to increase (the "Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to Increase") the Revolving Committed Commitment Amount (each a “Revolver Increase”) by up to an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), 25,000,000 (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any all such increases the Revolving Commitment Amount shall not exceed $150,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase on Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other commercial banks or financial institutions. No increase in the Revolving Commitment Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make a Loan such that the outstanding Loans of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Loans and Letter of Credit Obligations based on the Revolver Commitment of such new Lender. Any Loan as a result of an increase to the Revolver Commitment pursuant to this Section 2.1.3 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolving Commitment Amount pursuant to this Section 2.1.3, Schedule 10.1 shall be deemed amended and replaced with a new Schedule 10.1 reflecting the new Revolver Increase thereinCommitments hereunder. Notwithstanding the foregoing, in the event that Borrower elects to permanently reduce or terminate the Revolving Commitment Amount pursuant to Section 2.2.1, the Revolver Increase, to the extent not already utilized by the Borrower, shall be terminated and cease to be available to the Borrower. Unless otherwise agreed to by the Borrower, Agent and Lenders providing any Revolver Increase, no closing fees or other transaction costs (other than those expressly called for under this Agreement) shall be required by the Lender in connection with a Revolver Increase.

Revolver Increase. Subject to On and after the terms Fifth Amended and conditions set forth hereinRestated Effective Date, the Borrower shall have the rightmay, at its option at any time and from time in increments of not less than $5,000,000, seek to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Revolving Commitment Amount by up to an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), 20,000,000 (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any all such increases the Revolving Commitment Amount shall not exceed $100,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase on Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other commercial banks or financial institutions. No increase in the Revolving Commitment Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make a Loan such that the outstanding Loans of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Loans and Letter of Credit Obligations based on the Revolver Commitment of such new Lender. Any Loan as a result of an increase to the Revolver Commitment pursuant to this Section 2.1.3 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolving Commitment Amount pursuant to this Section 2.1.3, Schedule 10.1 shall be deemed amended and replaced with a new Schedule 10.1 reflecting the new Revolver Increase thereinCommitments hereunder. Notwithstanding the foregoing, in the event that Borrower elects to permanently reduce or terminate the Revolving Commitment Amount pursuant to Section 2.2.1, the Revolver Increase, to the extent not already utilized by the Borrower, shall be terminated and cease to be available to the Borrower. Unless otherwise agreed to by the Borrower, Agent and Lenders providing any Revolver Increase, no closing fees or other transaction costs (other than those expressly called for under this Agreement) shall be required by the Lender in connection with a Revolver Increase.

Revolver Increase. Subject So long as no Default or Event of Default has occurred and is continuing, the Borrowers may request that the Commitments be increased by up to $100,000,000 in the aggregate and, upon such request, the Borrowers may propose, and the Agent will use its commercially reasonable efforts to solicit, additional financial institutions to become Lenders for purposes of this Agreement or any existing Lender to increase its Commitment; provided, that (i) each Lender which is a party to this Agreement prior to such increase shall have the first option to participate in any such Commitment increase based on its Pro Rata Share of the amount of the increase in the Commitments (or any such greater amount in the event that one or more Lenders does not elect to fund its respective Pro Rata Share of the amount of the increase in the Commitments), thereby increasing its Commitment hereunder, but no Lender shall have the obligation to do so; (ii) in the event that it becomes necessary to include a new financial institution to fund all or any portion of the amount of the increase in the Commitments, each such financial institution shall be an Eligible Assignee and be reasonably acceptable to the Agent and the Borrowers, and each such financial institution shall become a Lender hereunder and agree to become party to, and shall assume and agree to be bound by, this Agreement, subject to all terms and conditions set forth hereinhereof; (iii) no Lender shall have an obligation to the Borrowers, the Borrower Agent or any other Lender to increase its Commitment or its Pro Rata Share of the Commitments, and (iv) in no event shall have the right, at addition of any time and from time to time prior to Lender or Lenders or the Revolver Maturity Date, to incur additional Indebtedness increase in the Commitment of any Lender under this Credit Agreement Section 1.2(j) increase the Commitments (A) in the form of an increase any single instance by less than $5,000,000 or (B) to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount greater than $400,000,000. Upon the addition of up any Lender, or the increase in the Commitment of any Lender, the Commitments set forth on Schedule 1.1 shall be amended by the Agent to reflect such addition or such increase. Any new financial institution added as a new Lender pursuant to this Section 1.2(j) shall be required to have a Commitment of not less than $10,000,000. In connection with any Commitment increase, the Borrowers shall pay (ax) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS to any new Lender and any Lender increasing its Commitment, all closing fees as may be agreed to by the Borrowers and such Lenders and ($125,000,000y) less to the Agent, for its own account, all of the Agent’s reasonable costs and expenses relating thereto. If any requested increase in the Commitments is agreed to in accordance with this Section 1.2(j), the Agent and the Borrowers shall determine the effective date of such increase (b) the sum “Increase Effective Date”). The Agent, with the consent and approval of (i) the Borrowers, shall promptly confirm in writing to the Lenders the final allocation of such increase and the Increase Effective Date. Each new Lender, and each existing Lender that has increased its Commitment, shall purchase Revolving Loans and participations in outstanding Letters of Credit from each other Lender in an amount such that, after such purchase or purchases, the amount of outstanding Revolving Loans and outstanding Letters of Credit from each Lender shall equal such Lender’s Pro Rata Share of the Commitments, as modified to give effect to such increase, multiplied by the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms outstanding Revolving Loans and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions Letters of Credit from all Lenders. As a condition precedent to the effectiveness of such increase, the Borrowers shall deliver to the Agent a certificate dated as of the Increase Effective Date (in Section 4.2 shall have been satisfied, (vsufficient copies for each Lender) signed by a Responsible Officer of the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Borrowers’ Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in including a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating certification that, before and after giving effect to such increase, the representations and warranties contained in Article 7 hereof are true and correct in all material respects on and as of the Increase Effective Date (except to the extent any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 representation or warranty is stated to relate solely to an earlier date) and no Default or Event of Default has occurred and is continuing. The Borrowers shall exist. No existing Lender shall have prepay any obligation Revolving Loans which are LIBOR Loans and which are outstanding on the Increase Effective Date (and pay any and all costs and other required payments in connection with such prepayment pursuant to provide all or Section 4.4 hereof) to the extent necessary to keep the outstanding Revolving Loans and Letters of Credit ratable with any portion revised Pro Rata Shares of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of Commitments arising from any non-ratable increase in the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of any new Revolver Increase thereinCommitments.

Revolver Increase. Subject to On and after the terms Fifth Amended and conditions set forth hereinRestated Effective Date, the Borrower shall have the rightmay, at its option at any time and from time in increments of not less than $5,000,000, seek to time prior to increase (the "Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to Increase") the Revolving Committed Commitment Amount (each a “Revolver Increase”) by up to an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), 20,000,000 (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any all such increases the Revolving Commitment Amount shall not exceed $100,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase on Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other commercial banks or financial institutions. No increase in the Revolving Commitment Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make a Loan such that the outstanding Loans of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Loans and Letter of Credit Obligations based on the Revolver Commitment of such new Lender. Any Loan as a result of an increase to the Revolver Commitment pursuant to this Section 2.1.3 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolving Commitment Amount pursuant to this Section 2.1.3, Schedule 10.1 shall be deemed amended and replaced with a new Schedule 10.1 reflecting the new Revolver Increase thereinCommitments hereunder. Notwithstanding the foregoing, in the event that Borrower elects to permanently reduce or terminate the Revolving Commitment Amount pursuant to Section 2.2.1, the Revolver Increase, to the extent not already utilized by the Borrower, shall be terminated and cease to be available to the Borrower. Unless otherwise agreed to by the Borrower, Agent and Lenders providing any Revolver Increase, no closing fees or other transaction costs (other than those expressly called for under this Agreement) shall be required by the Lender in connection with a Revolver Increase.

Revolver Increase. Subject to On and after the terms and conditions set forth hereinClosing Date, the Borrower shall have the right, at any time and from time option to time prior to increase in minimum increments of $2,500,000 (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Maximum Revolver Amount by an aggregate amount of up to $5,000,000 (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS (after giving effect to which the Maximum Revolver Amount shall not exceed $125,000,000) 25,000,000 less (b) the sum of (i) the aggregate amount of any reductions to the Revolver Commitments effected on or prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount date of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each the Revolver Increase: ) (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions be permitted to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed make such reductions from time to the Administrative Agent time and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such “Maximum Revolver Increase Amount” shall be in a minimum principal amount of $15,000,000 orcorrespondingly reduced, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, so long as immediately after giving effect to any such reduction the total amount of Advances does not exceed either (i) the Maximum Revolver Amount less the Letter of Credit Usage or (ii) the Borrowing Base less the Letter of Credit Usage)) upon at least 30 days (but not more than 45 days) advance written notice (“Revolver Increase on Notice”) from Borrower to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other material contract, agreement, instrument or obligation of any Credit Party (and which notice will be accompanied by an opinion of counsel to Credit Parties on terms satisfactory to Agent in its Permitted Discretion). Any Advance as a result of an increase to the Revolver Commitment pursuant to this Section 2.2 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolver Commitment pursuant to this Section 2.2, Schedule C-1 shall be deemed amended and replaced with a new Schedule C-1 reflecting the new Revolver Commitments hereunder. For purposes of clarification, the Revolver Increase thereinis a fully committed credit extension, subject to satisfaction of the terms and conditions contained in this Section 2.2 and otherwise as set forth in this Agreement.

Revolver Increase. Subject to On and after the terms Closing Date and conditions set forth hereinuntil (but not including) the Maturity Date, the Borrower shall have the rightmay, at its option at any time and from time on a single occasion, seek to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Maximum Revolver Amount by an aggregate amount of up to $75,000,000 (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS (after giving effect to which the Maximum Revolver Amount shall not exceed $125,000,000) 375,000,000 less (b) the sum of (i) the aggregate amount of any reductions to the Revolver Commitments effected on or prior Incremental Term Facility established pursuant to Section 2.2(ethe date of the Revolver Increase) plus upon at least 30 days (iibut not more than 45 days) written notice (“Revolver Increase Notice”) to the aggregate amount of any prior Revolver Increases established pursuant Agent (which notice Agent shall promptly deliver to this Section 2.1(fthe Lenders). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase Notice shall (each an “Additional Revolving Loan”a) shall constitute Credit Party Obligations and will be secured and guaranteed with specify the other Credit Party Obligations on a pari passu basisdate upon which the Revolver Increase is requested to occur, (iib) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute delivered at a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have of the time of the Revolver Increase) and (c) certify that the Revolver Increase will not violate or conflict with the terms of any obligation to provide all Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party (and which notice will be accompanied by an opinion of counsel to Credit Parties on terms satisfactory to Agent in its Permitted Discretion to the effect that, among other matters, the Revolver Increase constitutes a “Senior Claim” under and as defined in the Intercreditor Agreement and that there is no conflict with the Credit Parties’ other Indebtedness or any such contract, agreement, instrument or obligation). Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other Eligible Transferees. Agent agrees to use its reasonable efforts to syndicate any remaining portion of the Revolver IncreaseIncrease to other Eligible Transferees; provided, however, that the minimum final allocated Revolver Commitment of each Eligible Transferee that is not a Lender shall be equal to or in excess of $5,000,000. The Administrative No increase in the Maximum Revolver Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent is authorized a writing in form reasonably satisfactory to enter into, on behalf the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make an Advance such that the outstanding Advances of such new Lender or increasing Lender constitute a proportional amount of the Lenders, any amendment aggregate outstanding Advances based on the Revolver Commitment of such new Lender. Any Advance as a result of an increase to the Revolver Commitment pursuant to this Credit Agreement or any other Credit Document as may Section 2.2 shall be necessary subject to incorporate the terms and conditions contained in this Agreement. Upon the increase of any the Revolver Commitment pursuant to this Section 2.2, Schedule C-1 to the Closing Compliance Certificate shall be deemed amended and replaced with a new Schedule C-1 reflecting the new Revolver Increase thereinCommitments hereunder.

Revolver Increase. Subject Borrowers may, by written notice by Administrative Borrower to Agent (whereupon Agent shall promptly deliver a copy to each of the Lenders), request that the amount of the Maximum Revolver Amount be increased by an amount of up to $20,000,000 (any such increase, a “Revolver Increase”); provided, that no such Revolver Increase shall be made if (i) at the time that such Revolver Increase is to be made (and after giving effect thereto) a Default or Event of Default shall exist or would occur as a result of such Revolver Increase, (ii) Agent has not consented to such Revolver Increase, or (iii) Agent has not received additional Revolver Commitments (reasonably satisfactory to Agent) from Lenders (or their Affiliates) or other Persons acceptable to Agent to provide the requested Revolver Increase. Any such Revolver Increase shall be in a minimum amount of $5,000,000 and the aggregate amount of all Revolver Increases shall not exceed $20,000,000. Notwithstanding anything to the contrary herein, no Lender shall have any obligation to increase its Revolver Commitment to provide all or any portion of a Revolver Increase. The notice from Administrative Borrower pursuant to this Section shall set forth the requested amount of such Revolver Increase. If Borrowers’ request for the Revolver Increase satisfies all of the terms and conditions set forth herein, Agent shall notify Administrative Borrower and each Lender of the Borrower shall have the right, at any time and from time to time prior to the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any date such Revolver Increase is to be made, which date shall be on or after delivery to Agent of each of the following documents: (each an “Additional Revolving Loan”1) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basisjoinder agreement signed by a duly authorized representative of any Person that becomes a Lender, (ii2) the proceeds an officers’ certificate of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the LendersBorrower, in form and substance reasonably acceptable to the Administrative Agent, confirming compliance with all conditions precedent set forth herein; (vi3) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant an amendment to this Agreement, as appropriate, and the other Loan Documents, to effectuate the terms of this Section 2.1(f), (vii) if and the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, executed by Borrowers, each Lender, and Agent; and (viii4) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder any other customary documents (including opinions of the projection term set forth in Section 3.1(ecounsel) and an officer’s certificatereasonably requested by Agent, in each case all in form and substance reasonably satisfactory acceptable to the Administrative Agent, demonstrating Agent (it being understood and agreed that, after giving effect to notwithstanding Section 14.1, any such Revolver Increase on a Pro Forma Basis, the Borrower will amendments and supplements shall be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall exist. No existing Lender shall have any obligation to provide all or any portion of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms effective without further consent of any new Revolver Increase thereinLender).

Revolver Increase. Subject to On and after the terms Sixth Amended and conditions set forth hereinRestated Effective Date, the Borrower shall have the rightmay, at its option at any time and from time in increments of not less than $5,000,000, seek to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Revolving Commitment Amount by up to an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), 25,000,000 (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any all such increases the Revolving Commitment Amount shall not exceed $150,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase on Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other commercial banks or financial institutions. No increase in the Revolving Commitment Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make a Loan such that the outstanding Loans of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Loans and Letter of Credit Obligations based on the Revolver Commitment of such new Lender. Any Loan as a result of an increase to the Revolver Commitment pursuant to this Section 2.1.3 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolving Commitment Amount pursuant to this Section 2.1.3, Schedule 10.1 shall be deemed amended and replaced with a new Schedule 10.1 reflecting the new Revolver Increase thereinCommitments hereunder. Notwithstanding the foregoing, in the event that Borrower elects to permanently reduce or terminate the Revolving Commitment Amount pursuant to Section 2.2.1, the Revolver Increase, to the extent not already utilized by the Borrower, shall be terminated and cease to be available to the Borrower. Unless otherwise agreed to by the Borrower, Agent and Lenders providing any Revolver Increase, no closing fees or other transaction costs (other than those expressly called for under this Agreement) shall be required by the Lender in connection with a Revolver Increase.

Revolver Increase. Subject to the terms and conditions set forth herein(a) Company may, the Borrower shall have the right, at its option at any time and from time to time prior in increments of not less than $25,000,000, seek to increase the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in Total Multicurrency Revolving Commitment (the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by up to an aggregate amount of up $100,000,000 (after giving effect to all such increases the Total Multicurrency Revolving Commitment shall not exceed the Dollar Equivalent of $450,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase Notice”) to the Administrative Agent (which notice Administrative Agent shall promptly deliver to the Lenders) of the Borrowers’ intent to incur from one or more existing Lenders and/or other Persons that are Eligible Assignees the additional Multicurrency Revolving Commitments. The Revolver Increase Notice shall (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a time when no Unmatured Event of Default or Event of Default has occurred and is continuing (and the sum effectiveness of the Revolver Increase shall be subject to no Unmatured Event of Default or Event of Default existing of the time of the Revolver Increase) and (ic) certify that the aggregate amount Revolver Increase will not violate or conflict with the terms of any prior Incremental Term Facility established pursuant Indebtedness or any other contract, agreement, instrument or obligation of the Borrowers or any of their Subsidiaries. For purposes of clarification, no Lender shall be obligated to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established increase its Multicurrency Revolving Commitment pursuant to this Section 2.1(f)2.9. The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) upon receipt of counsel for a Revolver Increase Notice will offer the Credit PartiesRevolver Increase to each existing Lender and any Eligible Assignees; provided, addressed however, that the minimum final allocated Multicurrency Revolving Commitment of each Eligible Assignee that is not a Lender shall be equal to or in excess of $5,000,000. No increase in the Total Multicurrency Revolving Commitment shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Administrative Agent and the Lenders, a writing in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such Revolver Increase on new Lenders state the amount of their Multicurrency Revolving Commitment and agree to assume and accept the obligations and rights of a Pro Forma Basis, Lender hereunder and any such new and increasing Lenders agree to make a Loan such that the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and no Default outstandings of such new Lender or Event of Default shall exist. No existing increasing Lender shall have any obligation to provide all or any portion constitute a proportional amount of the Revolver Increaseaggregate outstanding Loans based on the Multicurrency Revolving Commitment of such new Lender. The Administrative Agent is authorized Any Loan as a result of an increase to enter into, on behalf the Multicurrency Revolving Commitment pursuant to this Section 2.9 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Lenders, any amendment Total Multicurrency Revolving Commitment pursuant to this Credit Agreement or any other Credit Document as may Section 2.9, Schedule 1.1(a) shall be necessary to incorporate deemed amended and replaced with a new Schedule 1.1(a) reflecting the terms of any new Revolver Increase thereinMulticurrency Revolving Commitments hereunder.

Revolver Increase. Subject to On and after the terms and conditions set forth hereinClosing Date, the Borrower shall have the rightmay, at its option at any time and from time in increments of not less than $5,000,000, seek to time prior to increase (the "Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to Increase") the Revolving Committed Commitment Amount (each a “Revolver Increase”) by up to an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), 45,000,000 (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any all such increases the Revolving Commitment Amount shall not exceed $95,000,000) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase on Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion of the time of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of ) and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other commercial banks or financial institutions. No increase in the Revolving Commitment Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make a Revolving Loan such that the outstanding Revolving Loans of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Revolving Loans and Letter of Credit Obligations based on the Revolver Commitment of such new Lender. Any Revolving Loan as a result of an increase to the Revolver Commitment pursuant to this Section 2.2.3 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolving Commitment Amount pursuant to this Section 2.2.3, Schedule 10.1 shall be deemed amended and replaced with a new Schedule 10.1 reflecting the new Revolver Increase thereinCommitments hereunder. Notwithstanding the foregoing, in the event that Borrower elects to permanently reduce or terminate the Revolving Commitment Amount pursuant to Section 2.3.1, the Revolver Increase, to the extent not already utilized by the Borrower, shall be terminated and cease to be available to the Borrower. Unless otherwise agreed to by the Borrower, Agent and Lenders providing any Revolver Increase, no closing fees or other transaction costs (other than those expressly called for under this Agreement) shall be required by the Lender in connection with a Revolver Increase.

Revolver Increase. Subject to the terms and conditions set forth herein, the Borrower shall have the right, at any time and from time to time prior to the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE FIFTY MILLION DOLLARS ($125,000,00050,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance reasonably acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any applicable to such Revolver Increase would (taking into account upfront fees payable to the Lenders making such Revolver Increase or any original issue discount thereon, in each case in excess of fees or original issue discount paid on the Closing Date) may be more higher than the Applicable Percentage for then-current interest rate margin on the existing Revolving Loans, but by no more than 0.25%, and if the Applicable Percentage on Revolver Increase includes an interest rate floor and the addition of such floor to the LIBOR Rate or the Alternate Base Rate would cause an increase in the interest rate then in effect under the existing Revolving Loans Loans, such floor shall be increased such added to the LIBOR Rate or the Alternate Base Rate (it being understood that the Applicable Percentage on the existing Revolving Loans is equal Loan pricing will be increased and/or additional fees will be paid to existing Revolving Lenders to the interest rate margin on extent necessary to satisfy such Revolver Increase, requirement) and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall exist. No existing Lender shall have any obligation to provide all or any portion of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of any new Revolver Increase therein.

Revolver Increase. Subject to On and after the terms Initial Syndication Date and conditions set forth hereinuntil (but not including) the Maturity Date, the Borrower shall have the rightmay, at its option at any time and from time on a single occasion, seek to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Maximum Revolver Amount by an aggregate amount of up to $50,000,000 (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS (after giving effect to which the Maximum Revolver Amount shall not exceed $125,000,000) 400,000,000 less (b) the sum of (i) the aggregate amount of any reductions to the Revolver Commitments effected on or prior Incremental Term Facility established pursuant to Section 2.2(ethe date of the Revolver Increase) plus upon at least 30 days (iibut not more than 45 days) written notice (“Revolver Increase Notice”) to the aggregate amount of any prior Revolver Increases established pursuant Agent (which notice Agent shall promptly deliver to this Section 2.1(fthe Lenders). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase Notice shall (each an “Additional Revolving Loan”a) shall constitute Credit Party Obligations and will be secured and guaranteed with specify the other Credit Party Obligations on a pari passu basisdate upon which the Revolver Increase is requested to occur, (iib) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute delivered at a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have of the time of the Revolver Increase) and (c) certify that the Revolver Increase will not violate or conflict with the terms of any obligation to provide all Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party (and which notice will be accompanied by an opinion of counsel to Credit Parties on terms satisfactory to Agent in its Permitted Discretion to the effect that, among other matters, the Revolver Increase constitutes a “Senior Claim” under and as defined in the Intercreditor Agreement and that there is no conflict with the Credit Parties’ other Indebtedness or any such contract, agreement, instrument or obligation). Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other Eligible Transferees. Agent agrees to use its reasonable efforts to syndicate any remaining portion of the Revolver IncreaseIncrease to other Eligible Transferees; provided, however, that the minimum final allocated Revolver Commitment of each Eligible Transferee that is not a Lender shall be equal to or in excess of $5,000,000. The Administrative No increase in the Maximum Revolver Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent is authorized a writing in form reasonably satisfactory to enter into, on behalf the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make an Advance such that the outstanding Advances of such new Lender or increasing Lender constitute a proportional amount of the Lenders, any amendment aggregate outstanding Advances based on the Revolver Commitment of such new Lender. Any Advance as a result of an increase to the Revolver Commitment pursuant to this Credit Agreement or any other Credit Document as may Section 2.2 shall be necessary subject to incorporate the terms and conditions contained in this Agreement. Upon the increase of any the Revolver Commitment pursuant to this Section 2.2, Schedule C-1 shall be deemed amended and replaced with a new Schedule C-1 reflecting the new Revolver Increase thereinCommitments hereunder.

Revolver Increase. Subject to the terms The Borrower and conditions set forth hereinCoBank may agree, the Borrower shall have the right, at any time and from time to time time, upon at least 30 days’ prior written notice to the Revolver Maturity DateAdministrative Agent, to incur additional Indebtedness under this Credit Agreement in that CoBank shall increase the form of an increase Revolving Loan Commitment available to the Revolving Committed Amount Borrower pursuant to this Subsection 10 (each a the “Revolver Increase”) by an aggregate amount of up to (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) less (b) the sum of (i) the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms and conditions shall apply to each Revolver Increase, if any, shall be documented by a supplement to the MLA (or restatement thereof) signed by the Borrower and CoBank. Notwithstanding the foregoing: (i) the loans made under any such principal amount of the Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, not exceed $6,000,000; (ii) CoBank shall not be obligated to participate in such increase, which decision shall be made in the proceeds sole discretion of CoBank; (iii) to the extent that any Additional applicable interest rate margins for the Revolver Increase exceed by more than 0.25% the applicable interest rate margins for the Revolving Loan, determined as of the initial funding date for the Revolver Increase, the Applicable Margin for the Revolving Loan will shall be used for increased so that the purposes interest rate margins on the Revolver Increase and the Revolving Loan are equal; (iv) any covenant or Event of Default applicable to the Revolver Increase that is more restrictive than the equivalent covenant or Event of Default set forth in Section 3.11, (iii) this Agreement shall be deemed to be applicable to the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, Loans hereunder; (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall existhave occurred and be continuing or result after giving effect to the Revolver Increase and the borrowings contemplated thereunder, and the Borrower shall be in pro forma compliance with the financial covenants contained in Subsection 8(I) of the MLA; and (vi) the Incremental Term Loan Facility (as defined in the Third Supplement) shall not have been funded. No existing Lender CoBank shall have any obligation no obligation, and shall have no right, to provide all or any portion of participate in the Revolver Increase. The Administrative Agent is authorized Amended and Restated Second Supplement to enter intothe Amended and Restated Master Loan Agreement/New Ulm Telecom, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of any new Revolver Increase therein.Inc. Loan No. RX0583-T2A

Revolver Increase. Subject So long as no Default or Event of Default has occurred and is continuing, the Borrowers may request that the Commitments be increased by up to $50,000,000 in the aggregate and, upon such request, the Borrowers may propose, and the Agent will use its commercially reasonable efforts to solicit, additional financial institutions to become Lenders for purposes of this Agreement or any existing Lender to increase its Commitment; provided, that (i) each Lender which is a party to this Agreement prior to such increase shall have the first option to participate in any such Commitment increase based on its Pro Rata Share of the amount of the increase in the Commitments (or any such greater amount in the event that one or more Lenders does not elect to fund its respective Pro Rata Share of the amount of the increase in the Commitments), thereby increasing its Commitment hereunder, but no Lender shall have the obligation to do so; (ii) in the event that it becomes necessary to include a new financial institution to fund all or any portion the amount of the increase in the Commitments, each such financial institution shall be an Eligible Assignee and reasonably acceptable to the Agent and the Borrowers, and each such financial institution shall become a Lender hereunder and agree to become party to, and shall assume and agree to be bound by, this Agreement, subject to all terms and conditions set forth hereinhereof; (iii) no Lender shall have an obligation to the Borrowers, the Borrower Agent or any other Lender to increase its Commitment or its Pro Rata Share of the Commitments, and (iv) in no event shall have the right, at addition of any time and from time to time prior to Lender or Lenders or the Revolver Maturity Date, to incur additional Indebtedness increase in the Commitment of any Lender under this Credit Agreement Section 1.2(j) increase the Commitments (A) in the form of an increase any single instance by less than $10,000,000 or (B) to the Revolving Committed Amount (each a “Revolver Increase”) by an aggregate amount greater than $250,000,000. Upon the addition of up any Lender, or the increase in the Commitment of any Lender, the Commitments set forth on Schedule 1.1 shall be amended by the Agent to reflect such addition or such increase. Any new financial institution added as a new Lender pursuant to this Section 1.2(j) shall be required to have a Commitment of not less than $5,000,000. In connection with any Commitment increase, the Borrowers shall pay (ax) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS to any new Lender and any Lender increasing its Commitment, all closing fees as may be agreed to by the Borrowers and such Lenders, ($125,000,000y) less to the Agent, for its own account, all of the Agent’s reasonable costs and expenses relating thereto, and (bz) to the sum Agent, for its own account, such arrangement fees (at the applicable market rate at such time) as may be agreed to by the Borrowers and the Agent to the extent the Agent arranges any such Commitment increase. If any requested increase in the Commitments is agreed to in accordance with this Section 1.2(j), the Agent and the Borrowers shall determine the effective date of such increase (i) the “Increase Effective Date”). The Agent, with the consent and approval of the Borrowers, shall promptly confirm in writing to the Lenders the final allocation of such increase and the Increase Effective Date. Each new Lender, and each existing Lender that has increased its Commitment, shall purchase Revolving Loans and participations in outstanding Letters of Credit from each other Lender in an amount such that, after such purchase or purchases, the amount of outstanding Revolving Loans and outstanding Letters of Credit from each Lender shall equal such Lender’s Pro Rata Share of the Commitments, as modified to give effect to such increase, multiplied by the aggregate amount of any prior Incremental Term Facility established pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to this Section 2.1(f). The following terms outstanding Revolving Loans and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase (each an “Additional Revolving Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (ii) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions Letters of Credit from all Lenders. As a condition precedent to the effectiveness of such increase, the Borrowers shall deliver to the Agent a certificate dated as of the Increase Effective Date (in Section 4.2 shall have been satisfied, (vsufficient copies for each Lender) signed by a Responsible Officer of the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Borrowers’ Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in including a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating certification that, before and after giving effect to such increase, the representations and warranties contained in Article 6 hereof are true and correct in all material respects on and as of the Increase Effective Date (except to the extent any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 representation or warranty is stated to relate solely to an earlier date) and no Default or Event of Default has occurred and is continuing. The Borrowers shall exist. No existing Lender shall have prepay any obligation Revolving Loans which are LIBOR Loans and which are outstanding on the Increase Effective Date (and pay any and all costs and other required payments in connection with such prepayment pursuant to provide all or Section 4.4 hereof) to the extent necessary to keep the outstanding Revolving Loans and Letters of Credit ratable with any portion revised Pro Rata Shares of the Revolver Increase. The Administrative Agent is authorized to enter into, on behalf of Commitments arising from any non-ratable increase in the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of any new Revolver Increase thereinCommitments.

Revolver Increase. Subject to On and after the terms Initial Syndication Date and conditions set forth hereinuntil the second anniversary of the Closing Date, the Borrower shall have the rightmay, at its option at any time and from time on a single occasion, seek to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “"Revolver Increase”") the Maximum Revolver Amount by an aggregate amount of up to $50,000,000 (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS (after giving effect to which the Maximum Revolver Amount shall not exceed $125,000,000) 250,000,000 less (b) the sum of (i) the aggregate amount of any reductions to the Revolver Commitments effected on or prior Incremental Term Facility established pursuant to Section 2.2(ethe date of the Revolver Increase) plus upon at least 30 days (iibut not more than 45 days) written notice ("Revolver Increase Notice") to the aggregate amount of any prior Revolver Increases established pursuant Agent (which notice Agent shall promptly deliver to this Section 2.1(fthe Lenders). The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase Notice shall (each an “Additional Revolving Loan”a) shall constitute Credit Party Obligations and will be secured and guaranteed with specify the other Credit Party Obligations on a pari passu basisdate upon which the Revolver Increase is requested to occur, (iib) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute delivered at a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have of the time of the Revolver Increase) and (c) certify that the Revolver Increase will not violate or conflict with the terms of any obligation to provide all Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party (and which notice will be accompanied by an opinion of counsel to Credit Parties on terms satisfactory to Agent in its Permitted Discretion to the effect that, among other matters, the Revolver Increase constitutes senior debt under all such Indebtedness and that there is no conflict with Credit Parties' other Indebtedness or any such contract, agreement, instrument or obligation). Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other Eligible Transferees. Agent agrees to use its reasonable efforts to syndicate any remaining portion of the Revolver IncreaseIncrease to other Eligible Transferees; provided, however, that the minimum final allocated Revolver Commitment of each Eligible Transferee that is not a Lender shall be equal to or in excess of $5,000,000. The Administrative No increase in the Maximum Revolver Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent is authorized a writing in form reasonably satisfactory to enter into, on behalf the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make an Advance such that the outstandings of such new Lender or increasing Lender constitute a proportional amount of the Lenders, any amendment aggregate outstanding Advances based on the Revolver Commitment of such new Lender. Any Advance as a result of an increase to the Revolver Commitment pursuant to this Credit Agreement or any other Credit Document as may Section 2.2 shall be necessary subject to incorporate the terms and conditions contained in this Agreement. Upon the increase of any the Revolver Commitment pursuant to this Section 2.2, Schedule C-1 shall be deemed amended and replaced with a new Schedule C-1 reflecting the new Revolver Increase thereinCommitments hereunder.

Revolver Increase. Subject to On and after the terms Fifth Amendment Effective Date and conditions set forth hereinuntil (but not including) the Maturity Date, the Borrower shall have the rightBorrower, at its option at any time and from time (but not more than once per quarter), has the right to time prior to increase (the Revolver Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Revolving Committed Amount (each a “Revolver Increase”) the Maximum Revolver Amount by an aggregate amount of up to $20,000,000 in minimum increments of $5,000,000 (a) ONE HUNDRED TWENTY-FIVE MILLION DOLLARS (after giving effect to which the Maximum Revolver Amount shall not exceed $125,000,000) 80,000,000 less (b) the sum of (i) the aggregate amount of reductions to the Revolver Commitments effected after the Fifth Amendment Effective Date but on or prior to the date of the Revolver Increase) upon at least 5 Business Days written notice (“Revolver Increase Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders); provided during any prior Incremental Term Facility established Seasonal Borrowing Period in which the Maximum Revolver Amount has been increased pursuant to Section 2.2(e) plus (ii) the aggregate amount of any prior Revolver Increases established pursuant to proviso in the definition thereof, the amounts in this Section 2.1(f)2.2 shall be deemed unavailable for increase unless Borrower shall elect to make such Seasonal Borrowing Period increase permanent under this Section 2.2. The following terms and conditions shall apply to each Revolver Increase: (i) the loans made under any such Revolver Increase Notice shall (each an “Additional Revolving Loan”a) shall constitute Credit Party Obligations and will be secured and guaranteed with specify the other Credit Party Obligations on a pari passu basisdate upon which the Revolver Increase is requested to occur, (iib) the proceeds of any Additional Revolving Loan will be used for the purposes set forth in Section 3.11, (iii) the Borrower shall execute delivered at a Revolving Note in favor of any new Lender or any existing Lender requesting a Revolving Note whose Revolving Commitment is created or increased, (iv) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (v) the Administrative Agent shall have received an opinion or opinions (including, if reasonably requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent, (vi) any such Revolver Increase shall be in a minimum principal amount of $15,000,000 or, if less, the maximum remaining amount permitted pursuant to this Section 2.1(f), (vii) if the interest rate margin on any Revolver Increase would be more than the Applicable Percentage for the existing Revolving Loans, the Applicable Percentage on the existing Revolving Loans shall be increased such that the Applicable Percentage on the existing Revolving Loans is equal to the interest rate margin on such Revolver Increase, and (viii) the Administrative Agent shall have received from the Borrower updated financial projections for the remainder of the projection term set forth in Section 3.1(e) and an officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such Revolver Increase on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 and time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall exist. No be subject to no Default or Event of Default existing Lender shall have any obligation to provide all or any portion as of the time of the Revolver Increase. The Administrative Agent is authorized to enter into), on behalf of and (c) certify that the Lenders, any amendment to this Credit Agreement Revolver Increase will not violate or any other Credit Document as may be necessary to incorporate conflict with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party. Each Lender shall be obligated to provide its pro rata share of the requested Revolver Increase in the amount of such Lender’s Revolver Increase Commitment and the Maximum Revolver Amount shall be automatically increased to reflect such Revolver Increase. Pricing for the Revolver Increase, including upfront fees, shall be identical to the Revolver Commitment then in effect (upfront fees shall be proportional to those upfront fees paid to the Lenders on the Fifth Amendment Effective Date). Any Advance as a result of an increase to the Revolver Commitment pursuant to this Section 2.2 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolver Commitment pursuant to this Section 2.2, Schedule C-1 shall be amended and replaced with a new Schedule C-1 to be delivered by Agent to the Lenders and reflecting the new Revolver Increase thereinCommitments hereunder.”