Common use of Additional Loans Clause in Contracts

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000. Each such borrowing of additional Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans and the allocations of such additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loans, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan must be an Eligible Assignee. Effecting the making of additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loans, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans and (B) all corporate, partnership, member and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional Loans, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000twice the aggregate amount of the Loans funded on the Effective Date. Each such borrowing of additional Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans and the allocations of such additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loans, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan must be an Eligible Assignee. Effecting the making of additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loans, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans and (B) all corporate, partnership, member and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional Loans, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time on not more than 2 different occasions during the period beginning on from the Effective Date to but excluding the Termination second anniversary of the Effective Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the all Loans hereunder shall not exceed $400,000,000100,000,000. Each such borrowing of additional increase in the Loans must be an in the aggregate minimum amount of $50,000,000 20,000,000 and integral multiples of $10,000,000 1,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such the additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders, such Lenders and allocations to be mutually agreed upon by Administrative Agent and the Borrower and any approval of a Lender or allocation suggested by the one shall not be unreasonably withheld, conditioned or delayed by the other. No Each Lender’s increase of the principal amount of its Loan or decision to provide a new Loan shall be made in such Lender’s sole discretion, and no Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of (A) all corporate and partnership or other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; and (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the amount of the aggregate principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making applicable increase in the aggregate amount of the additional LoansLoan. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section 2.14. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000800,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member corporate and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section 2.9. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request the making of additional Loans (“Additional Loans”) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, the making of Additional Loans the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000200,000,000. Each such borrowing of additional Additional Loans must be an aggregate minimum amount of $50,000,000 10,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with and with the consent of the Borrower, shall manage all aspects of the syndication of the making of any such additional Additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional making of Additional Loans and the allocations of the making of such additional Additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever under this Section to make additional Loansincrease the principal amount of its Loans or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan making of Additional Loans must be an Eligible Assignee. Effecting the making of additional Additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct accurate in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted not prohibited hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and corporate, partnership or other necessary action taken by the Parent and the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Parent, the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the aggregate principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional such Additional Loans. In connection with any increase in the aggregate principal amount outstanding making of the Additional Loans pursuant to this Section 2.9. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request the making of additional Loans (“Additional Loans”) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, the making of Additional Loans the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000300,000,000. Each such borrowing of additional Additional Loans must be an aggregate minimum amount of $50,000,000 10,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with and with the consent of the Borrower, shall manage all aspects of the syndication of the making of any such additional Additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional making of Additional Loans and the allocations of the making of such additional Additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever under this Section to make additional Loansincrease the principal amount of its Loans or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan making of Additional Loans must be an Eligible Assignee. Effecting the making of additional Additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct accurate in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted not prohibited hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and corporate, partnership or other necessary action taken by the Parent and the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Parent, the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the aggregate principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional such Additional Loans. In connection with any increase in the aggregate principal amount outstanding making of the Additional Loans pursuant to this Section 2.9. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. (a) The Borrower shall have the right at any time and from time to time exercisable 3 times during the period beginning on the Effective Date to but excluding the Termination Date Date, to request the making of additional Loans (collectively, the “Additional Loans”) in an aggregate amount for all such Additional Loans of $250,000,000, by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000. Each such borrowing of additional Additional Loans must be an aggregate minimum amount of $50,000,000 20,000,000 and integral multiples of $10,000,000 500,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans and the allocations of such additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansan Additional Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan making of Additional Loans must be an Eligible Assignee. Effecting the The making of additional Additional Loans under this Section is subject to the following conditions precedent: precedent (x) except as set forth in the immediately following proviso, no Default or Event of Default shall be in existence on the effective date of the making of such borrowing of additional Additional Loans, (y) except as set forth the representations and warranties immediately following proviso, the Continuing Representations made or deemed made by the Borrower or and any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of the making of such borrowing of additional Additional Loans except to the extent that such representations and warranties expressly relate related solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, not prohibited hereunder and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and corporate, partnership, member or other necessary action taken by the Borrower to authorize such borrowing of additional such Additional Loans and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Additional Loans; (ii) if requested by the Administrative Agent, an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders making such Additional Loans, and replacement Notes executed (and if any such Note is in replacement of an existing Note, such Lender shall promptly return any existing Notes held by such Lender to the Borrower (or, if lost, destroyed or mutilated, if requested by the Borrower, a lost note affidavit including a customary indemnity)) executed by the Borrower payable to any such existing Lenders making additional such Additional Loans, in each case, in the aggregate principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness making of such Additional Loans (and only if such Lender has requested that it receive a Note); provided that in the case of any Additional Loans the proceeds of which will be used to finance a Limited Condition Acquisition which is consummated within 120 days following the effective date the acquisition agreement entered into with respect to such Limited Condition Acquisition and to the extent agreed to by the Administrative Agent and the financial institutions providing the applicable commitments to the Additional Loans, (1) in lieu of clause (x) above the following condition shall be satisfied: (I) no Default or Event of Default shall be in existence on the date of entering into the acquisition agreement related to such Limited Condition Acquisition and (II) no Default or Event of Default under Sections10.1.(a), (e) or (f) shall be in existence on the date of the making of such Additional Loans, and (2) the additional Loansrepresentations and warranties required to be true and correct pursuant to clause (y) above shall be limited to (I) the Specified Acquisition Agreement Representations as such defined term is modified to apply to the Limited Condition Acquisition and the applicable acquired assets and the Person or Persons which are the target of the Limited Condition Acquisition and (II) the Specified Representations. In connection with any increase in the aggregate principal amount outstanding making of the Additional Loans pursuant to this Section 2.17. any Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably requestrequest and (2) in the case of any Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000250,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 10,000,000 and integral multiples of $10,000,000 1,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and or correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and partnership or other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any a Lender that has notified the Administrative Agent in writing that it elects elected not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The With the prior consent of the Agent, such consent not to be unreasonably withheld, conditioned or delayed, the Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once givengiven and shall be forwarded by the Agent to each Lender; provided, however, that the Borrower shall not have the right to make more than [4] requests for additional Loans during the term of this Agreement and after giving effect to any such additional increases in the aggregate amount of the Loans, the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000500,000,000. Each such borrowing of additional increase in the Loans must be in an aggregate minimum amount of $50,000,000 25,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans and the allocations of such additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting No increase of the making of additional Loans may be effected under this Section is subject to the following conditions precedent: if (x) no a Default or Event of Default shall be in existence on the effective date of such borrowing increase of additional Loans, the Loans or (y) the representations and warranties any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party shall be is not (or would not be) true and or correct in all material respects (except in the case of a representation or warranty if otherwise qualified by materiality, in which case such representation is not (or warranty shall be would not be) true and correct in all respects) on the effective date of such borrowing of additional Loans increase and after giving effect thereto (except to the extent that such for representations and or warranties which expressly relate solely to an earlier date (date, in which case such representations and warranties they shall have been true and correct in all material respects as of such earlier date (except in to the case of a representation or warranty extent otherwise qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and respects as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted not prohibited hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans and (B) all corporate, partnership, member and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional Loans, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional Loans). In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section subsection, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably requestrequest and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing the principal amount of its Loan, receives a new or replacement Note, as appropriate, in the principal amount of such Lender’s Loan within 5 Business Days of the effectiveness of the applicable increase in the aggregate principal amount of the Loans.

Additional Loans. (a) The Borrower shall have the right at any time and from time to time exercisable 3 times during the period beginning on the Effective Availability Termination Date to but excluding the Termination Date Date, to request the making of additional Loans (“Additional Loans”), by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Additional Loans, the aggregate outstanding principal amount balance of the Loans shall not exceed $400,000,000300,000,000. Each such borrowing of additional Loans must be an aggregate minimum amount of $50,000,000 20,000,000 and integral multiples of $10,000,000 500,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans and the allocations of such additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansan Additional Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan making of Additional Loans must be an Eligible Assignee. Effecting the The making of additional Additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of the making of such borrowing of additional Additional Loans, (y) the representations and warranties Continuing Representations made or deemed made by the Borrower or and any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of the making of such borrowing of additional Additional Loans except to the extent that such representations and warranties expressly relate related solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, not prohibited hereunder and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and corporate, partnership, member or other necessary action taken by the Borrower to authorize such borrowing of additional such Additional Loans and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Additional Loans; (ii) if requested by the Administrative Agent, an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes of the applicable Class of Loans executed by the Borrower, payable Execution Version to any new Lenders making such Additional Loans of such Class, and replacement Notes executed (and if any such Note is in replacement of an existing Note, such Lender shall promptly return any existing Notes held by such Lender to the Borrower (or, if lost, destroyed or mutilated, if requested by the Borrower, a lost note affidavit including a customary indemnity)) of the applicable Class executed by the Borrower payable to any such existing Lenders making additional Loanssuch Additional Loans of such Class, in each case, in the aggregate principal amount of such Lender’s outstanding Loans Loan of the applicable Class at the time of the effectiveness of the making of the additional Loanssuch Additional Loans (and only if such Lender has requested that it receive Notes). In connection with any increase in the aggregate principal amount outstanding making of the Additional Loans pursuant to this Section 2.17. any Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably requestrequest and (2) in the case of any Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000250,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 10,000,000 and integral multiples of $10,000,000 1,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and or correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and partnership or other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any a Lender that has notified the Administrative Agent in writing that it elects elected not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans 's Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000700,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of the Borrower or a Guarantor of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member corporate and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans term loans hereunder by providing written notice to the Administrative Agent, which notice shall be irrevocable once givengiven (all such term loans, “Additional Loans”); provided, however, that after giving effect to any such additional Loans, the aggregate outstanding principal amount of the all Additional Loans made pursuant to this Section 2.18 shall not exceed $400,000,000150,000,000. Each such borrowing tranche of additional Additional Loans must be in an aggregate minimum amount of $50,000,000 25,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional tranche of Additional Loans and the allocations of such additional Loans thereof among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional participate in any tranche of Additional Loans, . No Person shall become a Lender hereto pursuant to this Section 2.18 without the approval of Borrower and any such new Lender becoming a party to this Agreement in connection with any such requested additional Loan must be an Eligible Assignee. Effecting the The making of additional each tranche of Additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Additional Loans, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and or correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Additional Loans except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of (A) all corporate and corporate, trust, partnership or other necessary action taken by the Borrower to authorize such borrowing of additional Additional Loans and (B) all corporate, trust, partnership, member and limited liability company or other necessary action taken by each Guarantor authorizing the guaranty of such additional Additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except if not included in an applicable Additional Loan Amendment, a supplement to this Agreement executed by the case of Borrower and by any new Lender and existing Lender that has notified is participating in such tranche of Additional Loans confirming the Administrative Agent in writing that it elects not to receive a Note, amount of such Additional Loans; (iv) new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional LoansLenders, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making applicable tranche of Additional Loans; (v) ratification by the additional LoansParent Guarantor and Subsidiary Guarantors of their obligations to which they are parties; and (vi) such other documents, instruments and information as Administrative Agent shall reasonably request. In connection with any increase in the aggregate principal amount outstanding tranche of the Additional Loans made pursuant to this Section 2.18, any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.shall

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Maturity Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000350,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 25,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders; provided that any such other banks, financial institutions and other institutional lenders and the amounts of the respective increases and the allocations of such increases in the Loans or new Loans, as the case may be, shall be reasonably acceptable to the Borrower. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted not prohibited hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member corporate and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section 2.9. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loans, increases the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000700,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional the Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member corporate and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; , and (iii) except in the case of any a Lender that has notified the Administrative Agent in writing that it elects elected not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date Date, to request additional Loans loans (“Additional Loans”) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that (a) after giving effect to any such additional Loans, Additional Loans the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000400,000,000 less the amount of any prepayment of any Loans and (b) such Additional Loans shall be subject to the terms and conditions of this Agreement. Each such borrowing of additional Additional Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent shall promptly notify the Borrower whether such request for Additional Loans has been accepted or rejected. If such request is accepted, the Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to any such additional Additional Loans and the allocations of such additional the Additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional an Additional Loan or increase the principal amount of its Loans, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan Additional Loans must be an Eligible Assignee. Effecting the The making of additional Additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional LoansAdditional Loans are to be made, (y) the representations and warranties made or deemed made by the Borrower or any and each other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Additional Loans are to be made except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of the applicable Loan Party of (A) all corporate and partnership or other necessary action taken by the Borrower to authorize such borrowing of additional Additional Loans and (B) all corporate, partnership, member and or other necessary action taken by each Guarantor authorizing the guaranty of such additional Additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional Additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Additional Loans being made pursuant to this Section 2.15. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.

Additional Loans. The With the prior consent of the Agent, such consent not to be unreasonably withheld, conditioned or delayed, the Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once givengiven and shall be forwarded by the Agent to each Lender; provided, however, that the Borrower shall not have the right to make more than 4 requests for additional Loans during the term of this Agreement and after giving effect to any such additional increases in the aggregate amount of the Loans, the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000. Each such borrowing of additional increase in the Loans must be in an aggregate minimum amount of $50,000,000 25,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans and the allocations of such additional Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease the principal amount of its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting No increase of the making of additional Loans may be effected under this Section is subject to the following conditions precedent: if (x) no a Default or Event of Default shall be in existence on the effective date of such borrowing increase of additional Loans, the Loans or (y) the representations and warranties any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party shall be is not (or would not be) true and or correct in all material respects (except in the case of a representation or warranty if otherwise qualified by materiality, in which case such representation is not (or warranty shall be would not be) true and correct in all respects) on the effective date of such borrowing of additional Loans increase and after giving effect thereto (except to the extent that such for representations and or warranties which expressly relate solely to an earlier date (date, in which case such representations and warranties they shall have been true and correct in all material respects as of such earlier date (except in to the case of a representation or warranty extent otherwise qualified by materiality, in which case such representation or warranty shall be have been true and correct in all respects) on and respects as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted not prohibited hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans and (B) all corporate, partnership, member and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any Lender that has notified the Administrative Agent in writing that it elects not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional Loans, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making of the additional Loans). In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section subsection, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably requestrequest and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing the principal amount of its Loan, receives a new or replacement Note, as appropriate, in the principal amount of such Lender’s Loan within 5 Business Days of the effectiveness of the applicable increase in the aggregate principal amount of the Loans.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans term loans hereunder by providing written notice to the Administrative Agent, which notice shall be irrevocable once givengiven (all such term loans, “Additional Loans”); provided, however, that after giving effect to any such additional Loans, the aggregate outstanding principal amount of the all Additional Loans made pursuant to this Section 2.18 shall not exceed $400,000,000150,000,000. Each such borrowing tranche of additional Additional Loans must be in an aggregate minimum amount of $50,000,000 25,000,000 and integral multiples of $10,000,000 5,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional Additional Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional tranche of Additional Loans and the allocations of such additional Loans thereof among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional participate in any tranche of Additional Loans, . No Person shall become a Lender hereto pursuant to this Section 2.18 without the approval of Borrower and any such new Lender becoming a party to this Agreement in connection with any such requested additional Loan must be an Eligible Assignee. Effecting the The making of additional each tranche of Additional Loans under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Additional Loans, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and or correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Additional Loans except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of (A) all corporate and corporate, trust, partnership or other necessary action taken by the Borrower to authorize such borrowing of additional Additional Loans and (B) all corporate, trust, partnership, member and limited liability company or other necessary action taken by each Guarantor authorizing the guaranty of such additional Additional Loans; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except if not included in an applicable Additional Loan Amendment, a supplement to this Agreement executed by the case of Borrower and by any new Lender and existing Lender that has notified is participating in such tranche of Additional Loans confirming the Administrative Agent in writing that it elects not to receive a Note, amount of such Additional Loans; (iv) new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional LoansLenders, in the principal amount of such Lender’s outstanding Loans at the time of the effectiveness of the making applicable tranche of Additional Loans; (v) ratification by the additional LoansParent Guarantor and Subsidiary Guarantors of their obligations to which they are parties; and (vi) such other documents, instruments and information as Administrative Agent shall reasonably request. In connection with any increase in the aggregate principal amount outstanding tranche of the Additional Loans made pursuant to this Section 2.18, any Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably requestrequest and (2) in the case of any Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and Anti-Money Laundering Laws, including without limitation, the Patriot Act. The Additional Loans (i) shall rank pari passu in right of payment with the existing Loans, (ii) shall not mature earlier than the Maturity Date and (iii) shall be treated substantially the same as (and in any event no more favorably than) the existing Loans; provided that the terms and conditions applicable to any tranche of Additional Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date. Additional Loans may be made hereunder pursuant to an amendment or restatement (an “Additional Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each new Lender participating in such tranche (if any), each existing Lender participating in such tranche (if any) and the Administrative Agent. The Additional Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18.

Additional Loans. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date to but excluding the Termination Date to request additional Loans by providing written notice to the Administrative Agent, which notice shall be irrevocable once given; provided, however, that after giving effect to any such additional Loansincreases, the aggregate outstanding principal amount of the Loans shall not exceed $400,000,000500,000,000. Each such borrowing of additional increase in the Loans must be an aggregate minimum amount of $50,000,000 and integral multiples of $10,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such additional increase in the Loans, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such additional Loans increase and the allocations of such additional the increase in the Loans among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to make additional Loansincrease its Loan or provide a new Loan, and any new Lender becoming a party to this Agreement in connection with any such requested additional Loan increase must be an Eligible Assignee. Effecting the making increase of additional Loans the Commitments under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall be in existence on the effective date of such borrowing of additional Loansincrease, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such borrowing of additional Loans increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the following, in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of the Borrower of (A) all corporate and other necessary action taken by the Borrower to authorize such borrowing of additional Loans increase and (B) all corporate, partnership, member and other necessary action taken by each Guarantor authorizing the guaranty of such additional Loansincrease; (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) except in the case of any a Lender that has notified the Administrative Agent in writing that it elects elected not to receive a Note, new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders making additional increasing the principal amount of their Loans, in the principal amount of such Lender’s outstanding Loans Loan at the time of the effectiveness of the making applicable increase in the aggregate principal amount of the additional Loans. In connection with any increase in the aggregate principal amount outstanding of the Loans pursuant to this Section 2.9. any Lender becoming a party hereto shall execute such documents and agreements as the Administrative Agent may reasonably request.