Common use of Revolving Commitments Clause in Contracts

Revolving Commitments. The Borrower may upon notice to the Administrative Agent, terminate and/or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such termination.

Revolving Commitments. The Borrower may upon notice to the Administrative Agent, terminate and/or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not have the right to terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the aggregate unused amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination (for which purpose use of the Revolving Commitments shall be paid on deemed to include the aggregate amount of all Letter of Credit Liabilities and the aggregate principal amount of all outstanding Swingline Loans) at any time and from time to time without penalty or premium upon not less than five (5) Business Days prior written notice to Administrative Agent of each such termination or reduction, which notice shall specify the effective date thereof and the amount of any such reduction (which in the case of any partial reduction of the Revolving Commitments shall not be less than $25,000,000 and integral multiples of $5,000,000 in excess of that amount in the aggregate) and shall be irrevocable once given and effective only upon receipt by Administrative Agent (“Commitment Reduction Notice”); provided, however, Borrower may not reduce the aggregate amount of the Revolving Commitments below $100,000,000 unless Borrower is terminating the Revolving Commitments in full. Promptly after receipt of a Commitment Reduction Notice Administrative Agent shall notify each Lender of the proposed termination or Revolving Commitment reduction. The Revolving Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. Borrower shall pay all interest and fees on the Revolving Loans accrued to the date of such terminationreduction or termination of the Revolving Commitments to Administrative Agent for the account of the Revolving Lenders, including but not limited to any applicable compensation due to each Revolving Lender in accordance with Section 3.05.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans in Dollars (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such ▇▇▇▇▇▇’s L/C Exposure then outstanding, does not exceed the amount of such ▇▇▇▇▇▇’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Term Benchmark Revolving Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $170,000,000, (ii) any such partial reduction incremental Revolving Commitments may not be made, obtained or increased during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in question and (iii) the increase effected pursuant to this paragraph shall be in an aggregate a minimum amount of at least $1,000,000 or any whole multiple of $1,000,000 25,000,000 (or, if less, the remainderremaining unutilized portion of such $170,000,000). No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, such lesser amount) in excess thereoffinancial institution or other entity which, with the consent of the Borrower, the Administrative Agent and each Issuing Lender (iii) the Borrower which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Obligations then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time prior to the fourth anniversary of the Closing Date, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date (which may be no later than the fourth anniversary of the Closing Date). Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $200,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereofquestion, (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000 and (iv) no more than one Increased Revolving Commitment Closing Date may be selected by the Borrower during the term of this Agreement. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Obligations then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time prior to the fourth anniversary of the Closing Date, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date (which may be no later than the fourth anniversary of the Closing Date). Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $150,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereofquestion, (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000 and (iv) no more than one Increased Revolving Commitment Closing Date may be selected by the Borrower during the term of this Agreement. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may Company may, upon notice to the Administrative Agent, (i) terminate the Aggregate Revolving A Commitments and/or the Aggregate Revolving B Commitments, (ii) from time to time permanently reduce the Letter of Credit Sublimit, the Swing Line Sublimit and/or the Foreign Borrower Sublimit, (iii) from time to time permanently reduce the Aggregate Revolving CommitmentsA Commitments to an amount not less than the Outstanding Amount of Revolving A Loans, Swing Line Loans and L/C Obligations or (iv) from time to time permanently reduce the Aggregate Revolving B Commitments to an amount not less than the Outstanding Amount of Revolving B Loans; provided that (iA) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five 12:00 noon three (3) Business Days prior to the date of termination or reduction, (iiB) any such partial reduction shall be in an aggregate amount of $1,000,000 2,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iiiC) the Borrower Company shall not terminate or reduce (x) (1) the Aggregate Revolving A Commitments and/or Aggregate Revolving B Commitments, as applicable, if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving A Outstandings and/or Total Revolving B Outstandings, as applicable, would exceed the Aggregate Revolving A Commitments and/or Aggregate Revolving B Commitments, and as applicable, (iv2) the Letter of Credit Sublimit if, after giving effect to any reduction thereto, the Outstanding Amount of the Aggregate Revolving Commitments, L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, (3) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit or (4) the Alternative Currency Foreign Borrower Sublimit exceeds if, after giving effect thereto and to any concurrent prepayments hereunder, the amount Outstanding Amount of Loans and L/C Obligations made to Foreign Borrowers would exceed the Aggregate Revolving CommitmentsForeign Borrower Sublimit and (D) any such notice may state that such notice is conditioned upon the effectiveness of other transactions, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any in which case such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not may be applied revoked by the applicable Borrower (by notice to the Alternative Currency Sublimit Administrative Agent on or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied prior to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the specified effective date of any termination of the Revolving Commitments shall be paid on the effective date of date) if such terminationcondition is not satisfied.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans in Dollars (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $100,000,000, (ii) any such partial reduction incremental Revolving Commitments may not be made, obtained or increased during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in question and (iii) the increase effected pursuant to this paragraph shall be in an aggregate a minimum amount of at least $1,000,000 or any whole multiple of $1,000,000 25,000,000 (or, if less, the remainderremaining unutilized portion of such $100,000,000). No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, such lesser amount) in excess thereoffinancial institution or other entity which, with the consent of the Borrower, the Administrative Agent and each Issuing Lender (iii) the Borrower which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. (i) Unless previously terminated, the Revolving Commitments shall terminate on the Maturity Date. If at any time the aggregate Maximum Revolving Credit Amounts or the Borrowing Base is terminated or reduced to zero, then the Revolving Commitments shall terminate on the effective date of such termination or reduction. (ii) The Borrower Borrowers may upon notice to at any time terminate in whole or reduce in part the Administrative Agent, terminate and/or from time to time permanently reduce unused portion of the Aggregate aggregate Maximum Revolving CommitmentsCredit Amounts; provided that (i) any such notice shall be received by each reduction of the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction aggregate Maximum Revolving Credit Amounts shall be in an aggregate amount of $1,000,000 or any whole that is an integral multiple of $1,000,000 and not less than $5,000,000 and (or, if the remainder, such lesser amount) in excess thereof, (iiiii) the Borrower Borrowers shall not terminate or reduce the Aggregate aggregate Maximum Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) Credit Amounts if, after giving effect to any reduction concurrent prepayment of the Aggregate Revolving CommitmentsLoans in accordance with Section 2.10, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the outstanding principal amount of the Aggregate Revolving Commitments, such Letter of Outstandings would exceed the total aggregate Maximum Revolving Credit Sublimit, Swing Line Sublimit or Alternative Currency SublimitAmounts, as applicable, so reduced. (iii) The Company shall be automatically reduced by notify the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice election to terminate or reduce the aggregate Maximum Revolving Credit Amounts under paragraph (b) of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied this Section at least one (1) Business Day prior to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationtermination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the aggregate Maximum Revolving Credit Amounts delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the aggregate Maximum Revolving Credit Amounts shall be permanent. Each reduction of the aggregate Maximum Revolving Credit Amounts shall be made ratably among the Revolving Lenders in accordance with their respective Applicable Percentage of aggregate Maximum Revolving Credit Amounts.

Revolving Commitments. (A) If for any reason the Total Revolving A Outstandings at any time exceed the Aggregate Revolving A Commitments then in effect, the Company shall immediately prepay Revolving A Loans and/or the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Company shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b)(i)(A) unless after the prepayment in full of the Revolving A Loans and the Swing Line Loans the Total Revolving A Outstandings exceed the Aggregate Revolving A Commitments then in effect. The Borrower may upon notice to the Administrative AgentAgent may, terminate and/or at any time and from time to time permanently reduce after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. (B) If for any reason the Total Revolving B Outstandings at any time exceed the Aggregate Revolving Commitments; provided that (i) any such notice B Commitments then in effect, the Company shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be immediately prepay Revolving B Loans in an aggregate amount equal to such excess. (C) If the Administrative Agent notifies the Company at any time that the Outstanding Amount of $1,000,000 or any whole multiple all Loans denominated in Alternative Currencies at such time exceeds an amount equal to 105% of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds then in effect, then, within two Business Days after receipt of such notice, the Borrowers shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Aggregate Revolving Commitments, such Letter Alternative Currency Sublimit then in effect. (D) If the Administrative Agent notifies the Company at any time that (1) the Outstanding Amount of Credit Sublimit, all Domestic Swing Line Loans made to the Company at such time exceeds an amount equal to the Domestic Swing Line Loan Sublimit then in effect, or Alternative Currency Sublimit(2) the Outstanding Amount of all Foreign Swing Line Loans made to Designated Borrowers at such time exceeds an amount equal to the Foreign Swing Line Loan Sublimit then in effect, then, within two (2) Business Days after receipt of such notice, the Company or the Designated Borrowers, as applicable, shall be automatically reduced by the prepay such Swing Line Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such excess. The Administrative Agent will promptly notify date of payment to an amount not to exceed 100% of the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Domestic Swing Line Loan Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationForeign Swing Line Loan Sublimit, or both, as applicable.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $100,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $200,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Obligations then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time prior to the fourth anniversary of the Closing Date, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date (which may be no later than the fourth anniversary of the Closing Date). Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $50,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereofquestion, (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000 and (iv) no more than one Increased Revolving Commitment Closing Date may be selected by the Borrower during the term of this Agreement. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $100,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon Upon the prior written notice to the Administrative AgentAgent (which notice the Administrative Agent shall promptly transmit to each of the Revolving Lenders), the Borrower shall have the right, without premium or penalty, on any day, permanently to terminate and/or from time to time permanently or reduce the Aggregate Revolving CommitmentsCommitments of any Class, as determined by the Borrower, in whole or in part; provided that that: (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionreduction shall apply proportionately and permanently to reduce the Revolving Commitments of each of the Revolving Lenders of such Class, except that, notwithstanding the foregoing, the Borrower may allocate any termination or reduction of Revolving Commitments among Classes of Revolving Commitments at its direction, (ii) any such partial reduction pursuant to this Section 2.06(a) shall be in an aggregate amount of at least $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto to such termination or reduction and to any concurrent prepayments hereunderof Revolving Loans or cancellation or cash collateralization of Letters of Credit made on the date thereof in accordance with this Agreement, the aggregate Dollar Amount of the Revolving Lenders’ Revolving Exposure for such Class shall not exceed the Total Revolving Outstandings would exceed the Aggregate Revolving CommitmentsCommitments for such Class, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line LC Sublimit or the Alternative Currency Swingline Sublimit with respect to the applicable Revolving Facility exceeds the amount of the Aggregate Total Revolving CommitmentsCommitments thereunder, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify Except as provided above, the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency LC Sublimit or the Letter of Credit Swingline Sublimit unless otherwise specified by the Borrower. Any reduction Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments if such termination would have resulted from a refinancing of all of the applicable Revolving Facility, which refinancing is not consummated or is otherwise delayed. Unless previously terminated, all Revolving Commitments of a Class shall be paid terminate on the effective date of Maturity Date applicable to such terminationClass.

Revolving Commitments. The Borrower may may, upon notice to the Administrative Agent, terminate and/or or reduce the Aggregate Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $1,000,000 3,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower Borrowers shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of Revolving the Aggregate Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Aggregate Commitments shall be paid on the effective date of such termination.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans in Dollars (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such ▇▇▇▇▇▇’s L/C Exposure then outstanding, does not exceed the amount of such ▇▇▇▇▇▇’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Term Benchmark Revolving Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $100,000,000, (ii) any such partial reduction incremental Revolving Commitments may not be made, obtained or increased during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in question and (iii) the increase effected pursuant to this paragraph shall be in an aggregate a minimum amount of at least $1,000,000 or any whole multiple of $1,000,000 25,000,000 (or, if less, the remainderremaining unutilized portion of such $100,000,000). No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, such lesser amount) in excess thereoffinancial institution or other entity which, with the consent of the Borrower, the Administrative Agent and each Issuing Lender (iii) the Borrower which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. (A) If for any reason the Total Revolving A Outstandings at any time exceed the Aggregate Revolving A Commitments then in effect, the Company shall immediately prepay Revolving A Loans and/or the Domestic Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Company shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b)(i)(A) unless after the prepayment in full of the Revolving A Loans and the Domestic Swing Line Loans the Total Revolving A Outstandings exceed the Aggregate Revolving A Commitments then in effect. The Borrower may upon notice to the Administrative AgentAgent may, terminate and/or at any time and from time to time permanently reduce after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. (B) If for any reason the Total Revolving B Outstandings at any time exceed the Aggregate Revolving Commitments; provided that (i) any such notice B Commitments then in effect, the Company shall be received by immediately prepay Revolving B Loans and/or the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be Foreign Swing Line Loans in an aggregate amount of $1,000,000 or equal to such excess. (C) If for any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, reason the Total Revolving C Outstandings would at any time exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving CommitmentsC Commitments then in effect, the Letter Company shall immediately prepay Revolving C Loans in an aggregate amount equal to such excess. (D) If the Administrative Agent notifies the Company at any time that (1) the Outstanding Amount of Credit Sublimitall Domestic Swing Line Loans at such time exceeds an amount equal to the Domestic Swing Line Loan Sublimit then in effect, or (2) the Outstanding Amount of all Foreign Swing Line Loans at such time exceeds an amount equal to the Foreign Swing Line Loan Sublimit then in effect, then within two (2) Business Days after receipt of such notice, the Swing Line Sublimit Company, the Additional Borrower or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency SublimitDesignated Borrowers, as applicable, shall be automatically reduced by the prepay such Swing Line Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such excess. The Administrative Agent will promptly notify date of payment to an amount not to exceed 100% of the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Domestic Swing Line Loan Sublimit or the Letter of Credit Sublimit unless otherwise specified by Foreign Swing Line Loan Sublimit, or both, as applicable. lxxxvi CHAR1\1792192v4 (E) If for any reason the Borrower. Any reduction of Total Revolving D Outstandings at any time exceed the Aggregate Revolving D Commitments then in effect, the Company shall be applied immediately prepay Revolving D Loans in an aggregate amount equal to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationexcess.

Revolving Commitments. (A) If for any reason the Total Revolving A Outstandings at any time exceed the Aggregate Revolving A Commitments then in effect, the Company shall immediately prepay Revolving A Loans and/or the Domestic Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Company shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b)(i)(A) unless after the prepayment in full of the Revolving A Loans and the Domestic Swing Line Loans the Total Revolving A Outstandings exceed the Aggregate Revolving A Commitments then in effect. The Borrower may upon notice to the Administrative AgentAgent may, terminate and/or at any time and from time to time permanently reduce after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. (B) If for any reason the Total Revolving B Outstandings at any time exceed the Aggregate Revolving Commitments; provided that (i) any such notice B Commitments then in effect, the Company shall be received by immediately prepay Revolving B Loans and/or the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be Foreign Swing Line Loans in an aggregate amount of $1,000,000 or equal to such excess. (C) If for any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, reason the Total Revolving C Outstandings would at any time exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving CommitmentsC Commitments then in effect, the Letter Company shall immediately prepay Revolving C Loans in an aggregate amount equal to such excess. (D) If the Administrative Agent notifies the Company at any time that (1) the Outstanding Amount of Credit Sublimitall Domestic Swing Line Loans at such time exceeds an amount equal to the Domestic Swing Line Loan Sublimit then in effect, or (2) the Outstanding Amount of all Foreign Swing Line Loans at such time exceeds an amount equal to the Foreign Swing Line Loan Sublimit then in effect, then within two (2) Business Days after receipt of such notice, the Swing Line Sublimit Company, the Additional Borrower or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency SublimitDesignated Borrowers, as applicable, shall be automatically reduced by the prepay such Swing Line Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such excess. The Administrative Agent will promptly notify date of payment to an amount not to exceed 100% of the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Domestic Swing Line Loan Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationForeign Swing Line Loan Sublimit, or both, as applicable.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Obligations then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time prior to the fourth anniversary of the Closing Date, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date (which may be no later than the fourth anniversary of the Closing Date). Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $75,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereofquestion, (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000 and (iv) no more than one Increased Revolving Commitment Closing Date may be selected by the Borrower during the term of this Agreement. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or the Revolving Lenders severally agree to make Revolving Loans to Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be Commitment Period in an aggregate principal amount of $1,000,000 or with respect to all such Revolving Loans at any whole multiple of $1,000,000 one time outstanding which does not exceed an amount equal to the difference between (or, if the remainder, such lesser amount) in excess thereof, (iiiA) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (ivB) ifthe sum of (1) the aggregate principal amount of all Swingline Loans outstanding at such time, (2) the aggregate amount of all Revolving Loans outstanding at such time, (3) the aggregate undrawn amount of all Letters of Credit outstanding at such time, and (4) the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans at such time. In addition, after giving effect to any reduction requested borrowing of the Aggregate Revolving CommitmentsLoans, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds (x) the amount of the Aggregate Total Revolving Commitments, such Letter Extensions of Credit Sublimitthen outstanding shall not exceed the lesser of (I) the Total Revolving Commitments at such time, Swing Line Sublimit or Alternative Currency Sublimitand (II) the Borrowing Base at such time, as applicable, shall be automatically reduced by and (y) the aggregate amount of such excess. The Administrative Agent will promptly notify the Lenders Revolving Extensions of any such notice Credit of termination or reduction of Revolving Commitments. The amount of any each such Revolving Commitment reduction Lender shall not be applied to exceed the Alternative Currency Sublimit or the Letter respective Revolving Commitment of Credit Sublimit unless otherwise specified by the Borrowersuch Revolving Lender. Any reduction of the Aggregate Revolving Commitments shall be applied to During the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of Period, Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Each Revolving Loan may from time to time be a Eurodollar Loan or an ABR Loan, as determined by Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. (b) Borrower shall be paid repay all outstanding Revolving Loans on the effective date Maturity Date. Borrower shall pay all accrued but unpaid interest on any outstanding Revolving Loans on the last Business Day of such terminationeach month.

Revolving Commitments. The Borrower may upon notice to the Administrative Agent, terminate and/or from time to time permanently reduce the Aggregate Revolving Commitments; provided that Agent shall have received (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior commitments from banks and other financial institutions with respect to the date of termination or reduction, (ii) any such partial reduction shall Revolving Facility to be established on the Restatement Closing Date in an aggregate amount of equal to $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, 200,000,000 and (ivii) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, a fully executed Lender Addendum with respect to such bank or other financial institution commitment to provide such Revolving Commitments (and pursuant to which, on the Restatement Closing Date, such bank or other financial institution shall become a Lender for all purposes under the Credit Agreement) or (y) a fully executed Conversion Notice with respect to each Existing Lender with a Revolving Commitment electing to convert its Revolving Commitment to a Revolving Commitment under the Credit Agreement as amended hereby (and pursuant to which on the Restatement Closing Date, all of the outstanding Revolving Loans and Revolving Commitments held by such Continuing Lender shall convert into Revolving Loans and Revolving Commitments under the Credit Agreement as amended hereby); it being agreed and understood that delivery of a fully executed Conversion Notice by a Continuing Lender shall be automatically reduced deemed to constitute an authorization by the amount of such excess. The Continuing Lender directing Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitmentsto execute this Agreement. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of Each Continuing Lender, having delivered its Lender Consent and Conversion Notice, and each affected new Lender, having delivered its Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid Addendum, and in each case having funded a Loan on the effective date of such terminationRestatement Closing Date, acknowledged receipt of, and consented to and approved, each Credit Document and each other document required to be approved by any Agent, Requisite Lenders or Lenders, as applicable on the Restatement Closing Date.

Revolving Commitments. (A) If for any reason the Total Revolving A Outstandings at any time exceed the Aggregate Revolving A Commitments then in effect, the Company shall immediately prepay Revolving A Loans and/or the Domestic Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Company shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b)(i)(A) unless after the prepayment in full of the Revolving A Loans and the Domestic Swing Line Loans the Total Revolving A Outstandings exceed the Aggregate Revolving A Commitments then in effect. The Borrower may upon notice to the Administrative AgentAgent may, terminate and/or at any time and from time to time permanently reduce after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. (B) If for any reason the Total Revolving B Outstandings at any time exceed the Aggregate Revolving Commitments; provided that (i) any such notice B Commitments then in effect, the Company shall be received by immediately prepay Revolving B Loans and/or the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be Foreign Swing Line Loans in an aggregate amount of $1,000,000 or equal to such excess. (C) If for any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, reason the Total Revolving C Outstandings would at any time exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving CommitmentsC Commitments then in effect, the Letter Company shall immediately prepay Revolving C Loans in an aggregate amount equal to such excess. (D) If the Administrative Agent notifies the Company at any time that (1) the Outstanding Amount of Credit Sublimitall Domestic Swing Line Loans at such time exceeds an amount equal to the Domestic Swing Line Loan Sublimit then in effect, or (2) the Outstanding Amount of all Foreign Swing Line Loans at such time exceeds an amount equal to the Foreign Swing Line Loan Sublimit then in effect, then within two (2) Business Days after receipt of such notice, the Swing Line Sublimit Company, the Additional Borrower or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency SublimitDesignated Borrowers, as applicable, shall be automatically reduced by prepay such Swing Line Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Domestic Swing Line Loan Sublimit or the Foreign Swing Line Loan Sublimit, or both, as applicable. (E) If for any reason the Total Revolving D Outstandings at any time exceed the Aggregate Revolving D Commitments then in effect, the Company shall immediately prepay Revolving D Loans in an aggregate amount of equal to such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such termination.CHAR1\1829960v3

Revolving Commitments. The Borrower may upon notice to the Administrative Agent, terminate and/or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not have the right to terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the aggregate unused amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination (for which purpose use of the Revolving Commitments shall be paid on deemed to include the aggregate amount of all Letter of Credit Liabilities and the aggregate principal amount of all outstanding Swingline Loans) at any time and from time to time without penalty or premium upon not less than five (5) Business Days prior written notice to Administrative Agent of each such termination or reduction (each, a “Commitment Reduction Notice”), which Commitment Reduction Notice shall specify the effective date thereof and the amount of any such reduction (which in the case of any partial reduction of the Revolving Commitments shall not be less than $25,000,000 and integral multiples of $5,000,000 in excess of that amount in the aggregate) and shall be irrevocable once given and effective only upon receipt by Administrative Agent; provided, however, Borrower may not reduce the aggregate amount of the Revolving Commitments below $100,000,000 unless Borrower is terminating the Revolving Commitments in full. Promptly after receipt of a Commitment Reduction Notice, Administrative Agent shall notify each Lender of the proposed termination or Revolving Commitment reduction. The Revolving Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. Borrower shall pay all interest and fees on the Revolving Loans accrued to the date of such terminationreduction or termination of the Revolving Commitments to Administrative Agent for the account of the Revolving Lenders, including but not limited to any applicable compensation due to each Revolving Lender in accordance with Section 3.05.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $100,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New LenderSupplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $200,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $50,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $15,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld or reduce delayed), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the Aggregate form of Exhibit D-1, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may upon notice (a) Subject to the Administrative Agentterms and conditions hereof, terminate and/or each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time permanently reduce during the Aggregate Revolving Commitments; provided Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Exposure then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.6. (b) At any time, the Borrower and any one or more Lenders (including New Lenders) may agree that such Lender(s) shall make, obtain or increase the amount of their Revolving Commitments by executing and delivering to the Administrative Agent an Increased Revolving Commitment Activation Notice specifying the amount of such increase and the applicable Increased Revolving Commitment Closing Date. Notwithstanding the foregoing, (i) any such notice the aggregate amount of incremental Revolving Commitments obtained pursuant to this Section 2.1(b) shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reductionexceed $50,000,000, (ii) any such partial reduction shall incremental Revolving Commitments may not be made, obtained or increased after the occurrence and during the continuation of a Default or Event of Default, including after giving pro forma effect to the incremental Revolving Commitments in an aggregate amount of $1,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, question and (iii) the increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (c) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not terminate be unreasonably withheld), elects to become a “Lender” under this Agreement in connection with an increase described in Section 2.1(b) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit E-1, whereupon such bank, financial institution or reduce other entity (a “New Lender”) shall become a Lender for all purposes and to the Aggregate same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (d) On each Increased Revolving Commitment Closing Date on which there are Revolving Loans outstanding, the New Lender(s) and/or Lender(s) that have increased their Revolving Commitments ifshall make Revolving Loans, the proceeds of which will be used to prepay such portions of the Revolving Loans of other Lenders, so that, after giving effect thereto and to any concurrent prepayments hereunderthereto, the Total resulting Revolving Outstandings would exceed Loans outstanding are allocated among the Aggregate Lenders in accordance with Section 2.11(a) based on the respective Revolving Commitments, and (iv) if, Percentages of the Lenders after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments. The amount of any such Increased Revolving Commitment reduction Closing Date. (e) The Borrower shall not be applied to repay the Alternative Currency Sublimit or the Letter outstanding Revolving Loans of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to each Lender on the Revolving Commitment of each affected Lender according Termination Date applicable to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving Commitments shall be paid on the effective date of such terminationLender.

Revolving Commitments. The Borrower may Company may, upon notice to the Administrative Agent, terminate and/or the Aggregate Revolving Commitments, or from time to time permanently reduce the Aggregate Revolving CommitmentsCommitments to an amount not less than the Outstanding Amount of Revolving Loans, Swing Line Loans and L/C Obligations issued pursuant to Section 2.03(a)(i); provided that (i1) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days (or five Business Days to the extent any Revolving Loans in one or more Alternative Currencies are outstanding as of such date) prior to the date of termination or reduction, (ii2) any such partial reduction shall be in an aggregate amount of $1,000,000 5,000,000 or any whole multiple of $1,000,000 (or, if the remainder, such lesser amount) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv3) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Alternative Currency Sublimit, the Letter of Credit Sublimit, the Swing Line Designated Foreign Borrower Sublimit or the Alternative Currency Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit, Swing Line Sublimit or Alternative Currency Sublimit, as applicable, sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCompany. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each affected Lender according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination.