Common use of Increase in Revolving Commitments Clause in Contracts

Increase in Revolving Commitments. (a) From time to time on and after the Closing Date and prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the Borrower may, upon at least 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Commitments by an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date); (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase; (iii) The Borrower shall have delivered to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as the Administrative Agent may reasonably require; and

Increase in Revolving Commitments. (a) From time to time on and after the Closing Effective Date and prior to the date of termination of the Revolving Termination Date but not more than 2 times during any 12-month periodCommitments, the Borrower Company may, upon at least 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Commitments by an amount which (i) is not less than $10,000,000 15,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, request and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.212.23, is not in excess of $270,000,000; 185,000,000, provided that at no time shall the Total aggregate Revolving Commitments exceed $1,000,000,000650,000,000. The Borrower Company may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 2.23 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 Article III and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, warranty shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date);; and (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase;. (iiic) The Borrower Upon the effective date of any increase in the amount of the Revolving Commitments pursuant to this Section 2.23 (each, an “Additional Commitment”): (i) Each Additional Lender or Increasing Lender shall have delivered enter into a joinder agreement in form and substance reasonably satisfactory to the Administrative Agent pursuant to which such Additional Lender and/or Increasing Lender shall, as of the effective date, undertake an Additional Commitment (xor, in the case of an Increasing Lender, pursuant to which such Increasing Lender’s Revolving Commitment shall be increased in the agreed amount on such date) and such Additional Lender shall thereupon become (or, if an Increasing Lender, continue to be) a true and complete copy “Lender” for all purposes hereof; and (ii) Each of the resolutions existing Lenders shall assign to each Person providing an Additional Commitment, and each such Person shall purchase from each of the board of directors of existing Lenders, Revolving Loans (together with accrued but unpaid interest thereon), in an amount as shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans will be held by existing Lenders and the Borrower authorizing Person making the Additional Commitments ratably in accordance with their Applicable Percentage after giving effect to such increase and Additional Commitments. (d) If any such Additional Lender is a certificate from a Responsible Officer certifying Foreign Lender, such Additional Lender shall deliver the effectiveness of such resolutions and forms required by Section 2.16(e). (ye) such legal opinions covering such matters incident This Section 2.23 shall supersede any provisions in Section 9.02 to the increase as contrary. Notwithstanding any other provision of any Loan Document, the Loan Documents may be amended by Administrative Agent may reasonably require; andand the Borrowers, if necessary, to provide for terms applicable to each Additional Commitment.

Increase in Revolving Commitments. (a) From time to time on and after the Closing Date and prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the Borrower may, upon at least 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Commitments by an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000130,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000400,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date); (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase; (iii) The Borrower shall have delivered to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as the Administrative Agent may reasonably require; and

Increase in Revolving Commitments. (a) From time to time on and after the Closing Date and prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the The Borrower may, at any time and from time to time, upon at least 30 days prior written notice by the Borrower to the Administrative Agent, increase the Revolving Commitments (but not the Letter of Credit Sublimit or the Swingline Sublimit) with additional Revolving Commitments from any existing Lender with a Revolving Commitment or new Revolving Commitments from any other Person selected by the Borrower and acceptable to the Administrative Agent (which shall promptly provide a copy of such notice to and the Lenders), propose to increase the aggregate amount of the Revolving Commitments by an amount which L/C Issuer; provided that: (i) is not less than any such increase shall be in a minimum principal amount of $10,000,000 or, if greater, an and in integral multiple multiples of $1,000,000 in excess thereof, with respect to ; (ii) no Default or Event of Default shall exist and be continuing at the time of any such requestincrease; (iii) no existing Lender shall be under any obligation to increase its Commitment and any such decision whether to increase its Commitment shall be in such Lender’s sole and absolute discretion; (iv) (A) any new Lender shall join this Agreement by executing such joinder documents required by the Administrative Agent and/or (B) any existing Lender electing to increase its Commitment shall have executed a commitment agreement satisfactory to the Administrative Agent; (v) as a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the date of such increase (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (1) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and (ii2) when aggregated in the case of the Borrower, certifying that, (x) before and after giving effect to such increase, the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) on and as of the date of such increase, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality or reference to Material Adverse Effect) as of such earlier date, and except that for purposes of this Section 2.16(a)(v), the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (y) after giving effect to such increase on a Pro Forma Basis (assuming that all Revolving Commitments, as increased, are fully-draw), the Loan Parties shall be in compliance with all prior and concurrent increases the financial covenants set forth in Section 7.11 as of the end of the latest fiscal quarter for which internal financial statements are available; (vi) Schedule 1.01(b) shall be deemed revised to include any increase in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x2.16(a) and (y) of this sentence; provided to include thereon any Person that no becomes a Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date2.16(a)(iv); (iivii) At the time Borrower shall prepay any Loans owing by it and outstanding on the date of any such increase, no Default shall have occurred increase (and be continuing or would result pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Commitments arising from such increase;any nonratable increase in the Commitments under this Section; and (iiiviii) The Borrower the Loan Parties shall have deliver or cause to be delivered officer’s certificates and legal opinions of the type delivered on the Closing Date to the Administrative Agent (x) a true extent reasonably requested by, and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase in form and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as substance reasonably satisfactory to, the Administrative Agent may reasonably require; andAgent.

Increase in Revolving Commitments. (ai) From time to time on and after the Closing Date and prior Subject to the Revolving Termination Date but not more than 2 times during any 12-month periodconditions set forth in clauses (ii) and (iii) of this Section 2.02(b), the Borrower mayCo-Borrowers may request that the amount of the aggregate Revolving Commitments be increased one or more times, in each case in a minimum amount of $5,000,000.00 or in integral multiples of $5,000,000.00 in excess thereof; provided that the aggregate Revolving Commitments after any such increase may not exceed $45,000,000. (ii) Each such increase shall be effective only upon the following conditions being satisfied: (A) the Agent shall have approved such increase, each such approval not to be unreasonably withheld, (B) no Default or Event of Default has occurred and is continuing at least 30 days the time thereof or would be caused thereby, (C) either the Banks having Revolving Commitments hereunder at the time the increase is requested agree to increase their Revolving Commitments in the amount of the requested increase or other financial institutions agree to make a Revolving Commitment in the amount of the difference between the amount of the increase requested by the Co-Borrowers and the amount by which the Banks having Revolving Commitments hereunder at the time the increase is requested agree to increase their Revolving Commitments, (D) such Banks and other financial institutions, if any, shall have executed and delivered to the Agent a Commitment Increase Agreement or a New Bank Agreement, as applicable, and (E) the Co-Borrowers shall have delivered such evidence of authority for the increase (including without limitation, certified resolutions of the applicable managers and/or members of the Co-Borrowers authorizing such increase) as the Agent may reasonably request. (iii) Each financing institution to be added to this Agreement as described in Section 2.02(b)(ii)(C) above shall execute and deliver to the Agent a New Bank Agreement, pursuant to which it becomes a party to this Agreement. Each Bank agreeing to increase its Revolving Commitment as described in Section 2.02(b)(ii)(C) shall execute and deliver to the Agent a Commitment Increase Agreement pursuant to which it increases its Revolving Commitment hereunder. In addition, a Responsible Officer shall execute and deliver to the Agent, for each Bank being added to this Agreement, a Revolving Note payable to such new Bank in the principal amount of the Revolving Commitment of such Bank, and for each Bank increasing its Revolving Commitment, a replacement Revolving Note payable to such Bank, in the principal amount of the increased Revolving Commitment of such Bank. Each such Revolving Note shall be dated the effective date of the pertinent New Bank Agreement or Commitment Increase Agreement. In the event a replacement Revolving Note is issued to a Bank, such Bank shall ▇▇▇▇ the original note as “REPLACED” and shall return such original Revolving Note to the Co-Borrowers. Upon execution and delivery to the Agent of the Revolving Note and the execution by the Agent of the relevant New Bank Agreement or Commitment Increase Agreement, as the case may be, such new financing institution shall constitute a “Bank” hereunder with a Revolving Commitment as specified therein, or such existing Bank’s Revolving Commitment shall increase as specified therein, as the case may be, and the Agent shall notify the Co-Borrowers and all Banks of such addition or increase, and the final allocations thereof, and provide a revised Schedule 2.01 reflecting such additions or increase. (iv) Notwithstanding anything to the contrary in this Section 2.02(b), the Banks having Revolving Commitments hereunder at the time any such increase is requested shall have the first right, but shall not be obligated, to participate in such increases by agreeing to increase their respective Revolving Commitments by their Revolving Percentage to the extent of such increase. The Agent shall not, and shall not be obligated to, permit any financial institutions that do not have, at that time, Revolving Commitments hereunder to make commitments for portions of the requested increase not assumed by the Banks having Revolving Commitments hereunder until each of such Banks have agreed to increase their Revolving Commitments or declined to do so. To facilitate the Banks’ right of first refusal, HoldCo shall, by written notice to the Administrative Agent (which shall promptly provide deliver a copy to each Bank) given not less than 15 days prior to the requested effective date of such the increase in Revolving Commitments (the “Revolving Increase Effective Date”), request that the Banks increase their Revolving Commitments. Each Bank shall, by notice to HoldCo and the Lenders)Agent given not later than 15 days following receipt of HoldCo’s request, propose to advise HoldCo whether or not it will increase the aggregate amount its Revolving Commitments as of the Revolving Commitments Increase Effective Date. Any Bank that has not so advised HoldCo and the Agent by an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 such day shall be deemed to have declined to agree to such increase in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the its Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000Commitment. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) decision to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consentat the sole discretion of each Bank. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date); (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase; (iii) The Borrower shall have delivered to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as the Administrative Agent may reasonably require; and

Increase in Revolving Commitments. (a) From time to time on and after The Borrower shall have the Closing Date and prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the Borrower may, upon at least 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose right to increase the aggregate amount of the Revolving Commitments by an amount which obtaining additional Revolving Commitments, either from one or more of the Lenders or another lending institution, provided that (i) is not less than $10,000,000 or, if greater, any such request for an integral multiple increase shall be in a minimum amount of $1,000,000 in excess thereof5,000,000, (ii) the Borrower may make a maximum of two (2) such requests, (iii) after giving effect thereto, the aggreagate amount of Revolving Commitments does not exceed $75,000,000, (iv) the Administrative Agent has approved the identity of any such new Lender, such approvals not to be unreasonably withheld or conditioned, (v) any such new Lender assumes all of the rights and obligations of a “Lender” hereunder as of and after becoming a new Lender but not with respect to any such requestmatter relating prior thereto unless otherwise expressly agreed, and (iivi) when aggregated with all prior and concurrent increases the procedures described in the Revolving Commitments pursuant to clause (b) below have been satisfied. Nothing contained in this Section 2.212.06 shall constitute, is not in excess or otherwise be deemed to be, a commitment on the part of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consentat any time. (b) Any amendment hereto for an increase or addition pursuant to clause (a) above shall be in form and substance reasonably satisfactory to the Total Administrative Agent and shall only require the written signatures of the Administrative Agent, the Borrower and each Lender being added or increasing its Commitment, subject only to the approval of all Lenders if any such increase or addition would cause the aggreagate amount of Revolving Commitments pursuant to this Section 2.21 exceed $75,000,000. As a condition precedent to such an increase or addition, the Borrower shall be subject deliver to the satisfaction of the following conditions: Administrative Agent (i) Each a certificate of the representations and warranties contained in Section 3 and in the other each Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as Party signed by an authorized officer of such date of increase with Loan Party (A) certifying and attaching the same effect as if made on resolutions adopted by such Loan Party approving or consenting to such increase, and as of such date(B) certifying that, both immediately before and after giving effect to such increase or addition, (1) the representations and warranties contained in Article 3 and the other Loan Documents are true and correct, except to the extent any that such representation or warranty is expressly stated representations and warranties specifically refer to have been made as of a specific an earlier date, in which case such representation or warranty, if qualified as to materiality, shall be they are true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such earlier date); , (2) no Default exists, and (3) the Borrower is in compliance (on a pro forma basis) with the covenants contained in Section 6.12, (ii) At legal opinions and documents consistent with those delivered on the time Effective Date, to the extent requested by the Administrative Agent, and (iii) prior notice of such requested increase no later than fifteen (15) days before the requested effective date of such increase, no Default shall have occurred and be continuing or would result from such increase;. (iiic) The Borrower On the effective date of any such increase or addition pursuant to this Section 2.06, (i) any Lender increasing (or, in the case of any newly added Lender, extending) its Revolving Commitment shall have delivered make available to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase amounts in immediately available funds as the Administrative Agent may reasonably require; andshall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase or addition and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its revised Applicable Percentage of such outstanding Revolving Loans, and the Administrative Agent shall make such other adjustments among the Lenders with respect to the Revolving Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to effect such reallocation and (ii) the Borrower shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase (or addition) in the Revolving Commitments. The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid. Within a reasonable time after the effective date of any increase or addition, the Administrative Agent shall, and is hereby authorized and directed to, revise the Commitment Schedule to reflect such increase or addition and shall distribute such revised Commitment Schedule to each of the Lenders and the Borrower, whereupon such revised Commitment Schedule shall replace the old Commitment Schedule and become part of this Agreement. (e) Section 6.01(f) of the Existing Credit Agreement is hereby amended and restated to read as follows: (f) additional unsecured Indebtedness in an aggregate principal amount not to exceed $10,000,000 at any one time outstanding, subject to approval by the Administrative Agent;

Increase in Revolving Commitments. (a) From time to time on and after the Closing ClosingFirst Amendment Effective Date and prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the Borrower may, upon at least 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Commitments by an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000130,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000400,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date); (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase; (iii) The Borrower shall have delivered to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as the Administrative Agent may reasonably require; and

Increase in Revolving Commitments. (a) From The Borrower may at any time to time on and after the Closing Date and upon prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the Borrower may, upon at least 30 days written notice to the Administrative Agent increase the Aggregate Revolving Committed Amount by up to TEN MILLION DOLLARS (which shall promptly provide a copy of such notice $10,000,000) with additional Revolving Commitments from any existing Lender or new Revolving Commitments from any other Person reasonably acceptable to the Lenders), propose to Administrative Agent; provided that: (a) any such increase the aggregate shall be in a minimum principal amount of the Revolving Commitments by an amount which (i) is not less than $10,000,000 or, if greater, an 5 million and integral multiple multiples of $1,000,000 1 million in excess thereof, with respect to ; (b) if any Eurodollar Loans are outstanding on the date of any such requestincrease, the Borrower shall prepay the Eurodollar Loans (together with any amounts owing under Section 3.12 in connection therewith) on such date in such amounts as are necessary to cause each Lender to hold its Revolving Commitment Percentage of each Eurodollar Loan; (c) the conditions precedent set forth in Sections 5.2(a) and (iib) when aggregated with all prior and concurrent increases in shall be satisfied on the Revolving Commitments pursuant to this Section 2.21, is not in excess date of $270,000,000; provided that at any such increase; (d) no time existing Lender shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with be under any Lender (with the consent of such Lender in its sole discretion) obligation to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender any such increase shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations such Lender's sole and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date)absolute discretion; (iie) At any new Lender shall join this Credit Agreement by executing such joinder agreements and/or other agreements reasonably acceptable to the time of such increase, no Default shall have occurred and be continuing or would result from such increase;Administrative Agent; and (iiif) The the Borrower shall have delivered deliver to the Administrative Agent (x) a true such supporting resolutions, legal opinions, promissory notes and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase other items as may be reasonably requested by the Administrative Agent may reasonably require; andand the Lenders in connection therewith. In connection with any such increase in the Revolving Commitments, Schedule 2.1 shall be revised to reflect the Revolving Committed Amount and Revolving Commitment Percentage of each Lender.

Increase in Revolving Commitments. (a) From Subject to the terms and conditions set forth herein, the Borrower Representative may, at any time to time on and after during the period commencing as of the Closing Date and prior to ending as of the Revolving Termination Date but not more than 2 times during any 12-month period, date two (2) years following the Borrower mayClosing Date, upon at least 30 days written notice to the Administrative Agent Agent, cause an increase in the Aggregate Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS (which shall promptly provide a copy of such notice $100,000,000) (to the Lenders), propose to increase the an aggregate amount of the Revolving Commitments by an amount which not more than THREE HUNDRED MILLION DOLLARS (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000300,000,000)); provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may such increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to conditioned and effective upon the satisfaction of the following conditions: (i) Each the Borrowers shall obtain (whether through the Arranger or otherwise) commitments for the amount of the representations increase from existing Lenders or other commercial banks or financial institutions reasonably acceptable to the Administrative Agent, which other commercial banks and warranties contained financial institutions shall join in Section 3 and this Credit Agreement as Lenders by a Lender Joinder Agreement substantially in the form of Exhibit F attached hereto or other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except arrangement reasonably acceptable to the extent Administrative Agent (it being understood that in no case shall any such representation or warranty is expressly stated Lender be required to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such dateincrease its Revolving Commitment without its written consent); (ii) At any such increase shall be in a minimum aggregate principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (or the time of such increaseremaining amount, no Default shall have occurred and be continuing or would result from such increaseif less); (iii) The Borrower if any Revolving Loans are outstanding at the time of any such increase, the Borrowers shall have delivered make such payments and adjustments on the Revolving Loans (including payment of any break-funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts; (iv) the Borrowers shall pay to the Administrative Agent (x) a true and complete copy the Arranger all fees required under the Administrative Agent’s Fee Letter due in connection with the syndication of the resolutions increase in the Revolving Committed Amount; (v) the Borrowers shall have executed any new or amended and restated Notes (to the extent requested by the Lenders) to reflect the revised commitment amounts; and (vi) the conditions to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 shall be revised to reflect the modified commitments and commitment percentages of the board of directors of Lenders, and the Borrower authorizing such increase Borrowers shall provide supporting corporate resolutions, legal opinions, promissory notes and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase other items as may be reasonably requested by the Administrative Agent may reasonably require; andand the Lenders in connection therewith. The Borrower Representative shall not be permitted to cause more than four (4) increases in the Aggregate Revolving Committed Amount following the Closing Date.

Increase in Revolving Commitments. (ai) From time to time on and after the Closing Date and prior Subject to the Revolving Termination Date but not more than 2 times during any 12-month periodconditions set forth in clauses (ii) and (iii) of this Section 2.02(b), the Borrower mayCo-Borrowers may request that the amount of the aggregate Revolving Commitments be increased one or more times, in each case in a minimum amount of $2,500,000.00 or in integral multiples of $2,500,000.00 in excess thereof; provided that the aggregate Revolving Commitments after any such increase may not exceed $45,000,000. (ii) Each such increase shall be effective only upon the following conditions being satisfied: (A) the Agent shall have approved such increase, each such approval not to be unreasonably withheld, (B) no Default or Event of Default has occurred and is continuing at least 30 days the time thereof or would be caused thereby, (C) either the Banks having Revolving Commitments hereunder at the time the increase is requested agree to increase their Revolving Commitments in the amount of the requested increase or other financial institutions agree to make a Revolving Commitment in the amount of the difference between the amount of the increase requested by the Co-Borrowers and the amount by which the Banks having Revolving Commitments hereunder at the time the increase is requested agree to increase their Revolving Commitments, (D) such Banks and other financial institutions, if any, shall have executed and delivered to the Agent a Commitment Increase Agreement or a New Bank Agreement, as applicable, and (E) the Co-Borrowers shall have delivered such evidence of authority for the increase (including without limitation, certified resolutions of the applicable managers and/or members of the Co-Borrowers authorizing such increase) as the Agent may reasonably request. (iii) Each financing institution to be added to this Agreement as described in Section 2.02(b)(ii)(C) above shall execute and deliver to the Agent a New Bank Agreement, pursuant to which it becomes a party to this Agreement. Each Bank agreeing to increase its Revolving Commitment as described in Section 2.02(b)(ii)(C) shall execute and deliver to the Agent a Commitment Increase Agreement pursuant to which it increases its Revolving Commitment hereunder. In addition, a Responsible Officer shall execute and deliver to the Agent, for each Bank being added to this Agreement, a Revolving Note payable to such new Bank in the principal amount of the Revolving Commitment of such Bank, and for each Bank increasing its Revolving Commitment, a replacement Revolving Note payable to such Bank, in the principal amount of the increased Revolving Commitment of such Bank. Each such Revolving Note shall be dated the effective date of the pertinent New Bank Agreement or Commitment Increase Agreement. In the event a replacement Revolving Note is issued to a Bank, such Bank shall ▇▇▇▇ the original note as “REPLACED” and shall return such original Revolving Note to the Co-Borrowers. Upon execution and delivery to the Agent of the Revolving Note and the execution by the Agent of the relevant New Bank Agreement or Commitment Increase Agreement, as the case may be, such new financing institution shall constitute a “Bank” hereunder with a Revolving Commitment as specified therein, or such existing Bank’s Revolving Commitment shall increase as specified therein, as the case may be, and the Agent shall notify the Co-Borrowers and all Banks of such addition or increase, and the final allocations thereof, and provide a revised Schedule 2.01 reflecting such additions or increase. (iv) Notwithstanding anything to the contrary in this Section 2.02(b), the Banks having Revolving Commitments hereunder at the time any such increase is requested shall have the first right, but shall not be obligated, to participate in such increases by agreeing to increase their respective Revolving Commitments by their Revolving Percentage to the extent of such increase. The Agent shall not, and shall not be obligated to, permit any financial institutions that do not have, at that time, Revolving Commitments hereunder to make commitments for portions of the requested increase not assumed by the Banks having Revolving Commitments hereunder until each of such Banks have agreed to increase their Revolving Commitments or declined to do so. To facilitate the Banks’ right of first refusal, HoldCo shall, by written notice to the Administrative Agent (which shall promptly provide deliver a copy to each Bank) given not less than 15 days prior to the requested effective date of such the increase in Revolving Commitments (the “Revolving Increase Effective Date”), request that the Banks increase their Revolving Commitments. Each Bank shall, by notice to HoldCo and the Lenders)Agent given not later than 15 days following receipt of HoldCo’s request, propose to advise HoldCo whether or not it will increase the aggregate amount its Revolving Commitments as of the Revolving Commitments Increase Effective Date. Any Bank that has not so advised HoldCo and the Agent by an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 such day shall be deemed to have declined to agree to such increase in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the its Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000Commitment. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) decision to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consentat the sole discretion of each Bank. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: (i) Each of the representations and warranties contained in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such date); (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase; (iii) The Borrower shall have delivered to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as the Administrative Agent may reasonably require; and

Increase in Revolving Commitments. (a) From The Company may from time to time on and after increase the Closing Date and prior to the Aggregate Revolving Termination Date Commitments (but not more than 2 times during any 12-month periodthe Letter of Credit Sublimit, the Swingline Sublimit or the Designated Borrower may, upon at least 30 days notice Sublimit) by a maximum aggregate amount of up to Fifty Million Dollars ($50,000,000) with additional Revolving Commitments from one or more existing Lenders or new Revolving Commitments from one or more other financial institutions selected by the Company and reasonably acceptable to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Commitments by an amount which and each Issuing Bank; provided that: (i) is not less than any such increase shall be in a minimum principal amount of $10,000,000 or, if greater, an 5,000,000 and in integral multiple multiples of $1,000,000 in excess thereof, with respect to any such request, and ; (ii) when aggregated with all prior no Default or Event of Default shall exist and concurrent increases in be continuing at the Revolving Commitments pursuant to this Section 2.21, is not in excess time of $270,000,000; provided that at any such increase; (iii) no time existing Lender shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with be under any Lender (with the consent of such Lender in its sole discretion) obligation to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated any such decision whether to increase its Revolving Commitment without its consent.shall be in such Lender’s sole and absolute discretion; (biv) Any (A) any new Lender shall join this Agreement by executing such joinder documents reasonably required by the Administrative Agent and/or (B) any existing Lender electing to increase its Revolving Commitment shall have executed a commitment agreement reasonably satisfactory to the Administrative Agent; (v) before giving effect to any such increase, the Administrative Agent shall have received a certificate of each Credit Party dated as of the date of such increase signed by an Authorized Officer of such Credit Party (x) certifying and attaching the resolutions adopted by such Credit Party approving or consenting to such increase, (y) in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction case of the following conditions: Company, certifying that, before and after giving effect to such increase, (i) Each of the representations and warranties contained in Section 3 5 and in the other Loan Credit Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be are true and correct in all material respects, in each case respects on and as of such the date of increase with the same effect as if made on and as of such dateincrease, both immediately before and after giving effect to such increase (except to the extent any that such representation or warranty is expressly stated representations and warranties specifically refer to have been made as of a specific an earlier date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be they are true and correct in all material respects, in each case respects as of such earlier date, and except that for purposes of this Section 2.1(c); , the representations and warranties contained in Section 5.7 shall be deemed to refer to the most recent statements furnished pursuant to clauses (iia) At the time and (b) of such increaseSection 6.1, no Default shall have occurred and be continuing or would result from such increase; (iiiz) The Borrower shall have delivered certifying and demonstrating in detail reasonably satisfactory to the Administrative Agent that on a Pro Forma Basis after giving effect to any such increase, (xi) a true the Consolidated Leverage Ratio shall not exceed 3.25:1.0 and complete copy (ii) no Default or Event of Default shall exist; and (vi) the resolutions Borrowers shall prepay any Loans outstanding on the date of the board of directors of the Borrower authorizing any such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the extent necessary to keep the outstanding Loans ratable with any revised Revolving Commitments arising from any non-ratable increase as in the Administrative Agent may reasonably require; andRevolving Commitments under this Section.

Increase in Revolving Commitments. (a) From The Company from time to time on and after the Closing Date and prior to the Revolving Termination Date but not more than 2 times during any 12-month period, the Borrower may, upon at least 30 days by written notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders)Agent, propose to increase the aggregate amount of the Revolving Commitments by request an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total aggregate Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of on the following conditionsterms: (i) Each The aggregate amount of the representations and warranties contained in Section 3 and in the other Loan Documents all such increases shall be, if qualified as to materiality, true and correct and all other representations and warranties not exceed $500,000,000 (each of which shall be true and correct in all material respects, a minimum amount of $25,000,000 or increments of $5,000,000 in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such dateexcess thereof); (ii) At the time of such increase, no Default shall have occurred and No Lender will be continuing obligated to provide or would result from commit for any such increase; (iii) The Borrower shall have delivered If one or more of the Lenders or other Persons reasonably satisfactory to the Administrative Agent and the Company are willing to commit to provide such increase, such increase will be effective on the date the Administrative Agent receives an amendment to this Agreement executed by the Company, the Administrative Agent and such Lender or other Person, adding, in the case of an existing Lender, such commitment to Exhibit 2.01(a) and, in the case of a Person not then already a Lender, confirming that such Person has become a Lender for all purposes of this Agreement; (xiv) a true and complete copy On the effective date of such amendment, each Lender or other Person committing to provide such increase shall fund Conventional Revolving Loans in an amount equal to its Applicable Revolver Percentage (after giving effect to such amendment) of the resolutions of aggregate Conventional Revolving Loans outstanding immediately before giving effect to such amendment, and the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness proceeds of such resolutions funding shall be applied to repay on a pro rata basis the Conventional Revolving Loans outstanding before giving effect to such amendment (and Section 2.02(e) shall apply to such repayment); and (yv) In connection with any such legal opinions covering such matters incident increase, the Company shall deliver to the increase Administrative Agent such documents as the Administrative Agent may reasonably require; and, including a favorable written opinion (addressed to the Administrative Agent and the Lenders) and other certificates and documents similar to those delivered on the Closing Date.

Increase in Revolving Commitments. Within the sixty (a60) From time to time on and after day period following the Closing Date and prior to consummation of the Revolving Termination Date but not more than 2 times during any 12Spin-month periodOff, the Borrower may, shall have the right upon at least 30 days written notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Commitments Committed Amount by an amount which (i) is not less than up to $10,000,000 or10,000,000, if greaterSUBJECT, an integral multiple of $1,000,000 HOWEVER, in excess thereof, with respect to any such requestcase, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Revolving Commitments pursuant to this Section 2.21 shall be subject to the satisfaction of the following conditions: conditions precedent: (iA) Each no Default or Event of Default has occurred and is continuing on the date on which such Revolving Committed Amount increase is to become effective; (B) the representations and warranties contained set forth in Section 3 and in the other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties 6 of this Credit Agreement shall be true and correct in all material respects, in each case respects on and as of the date on which such Revolving Committed Amount increase is to become effective; (C) on or before the date on which such Revolving Committed Amount increase is to become effective, the Agent shall have received, for its own account, the mutually acceptable fees and expenses required by separate agreement of the Borrower and the Agent to be paid in connection with such increase; (D) such Revolving Committed Amount increase shall be an integral multiple of $500,000 and shall in no event be less than $2,500,000; and (E) such requested Commitment increase shall be effective on such date of increase with only to the same effect as if made extent that, on and as of or before such date, both immediately before (A) the Agent shall have received and after giving effect accepted a corresponding amount of Additional Commitment(s) pursuant to such increase (except a commitment letter(s) acceptable to the extent Agent from one or more Lenders acceptable to the Agent and, with respect to any Lender that is not at such representation or warranty time a Lender hereunder, the Borrower and (B) each such Lender has executed an agreement in the form of SCHEDULE 3.4(D) hereto (each such agreement a "NEW COMMITMENT AGREEMENT"), accepted in writing therein by the Agent and, with respect to any Lender that is expressly stated not at such time a Lender hereunder, the Borrower, with respect to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as the Additional Commitment of such date); (ii) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase; (iii) The Borrower shall have delivered to the Administrative Agent (x) a true and complete copy of the resolutions of the board of directors of the Borrower authorizing such increase and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase as the Administrative Agent may reasonably require; andLender.

Increase in Revolving Commitments. (a) From time to time on and after the Closing Date and prior Subject to the Revolving Termination Date but not more than 2 times during any 12-month periodterms and conditions set forth herein, the Borrower may, at any time during the period commencing as of the Closing Date and ending as of the Termination Date, upon at least 30 days written notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders)Agent, propose to increase the aggregate amount of the Revolving Commitments by cause an amount which (i) is not less than $10,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request, and (ii) when aggregated with all prior and concurrent increases in the Revolving Commitments pursuant to this Section 2.21, is not in excess of $270,000,000; provided that at no time shall the Total Revolving Commitments exceed $1,000,000,000. The Borrower may increase the aggregate amount of the Revolving Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Commitment hereunder (each, an “Increasing Lender”) or (z) a combination of the procedures described in clauses (x) and (y) of this sentence; provided that no Lender shall be obligated to increase its Revolving Commitment without its consent. (b) Any increase in the Total Aggregate Revolving Commitments pursuant Committed Amount by up to this Section 2.21 TWO HUNDRED NINETY MILLION DOLLARS ($290,000,000) (to an aggregate amount not more than THREE HUNDRED FIFTY MILLION DOLLARS ($350,000,000)); provided, that such increase shall be subject to conditioned and effective upon the satisfaction of the following conditions: (i) Each the Borrower shall obtain (whether through the Arranger or otherwise) commitments for the amount of the representations increase from existing Lenders or other commercial banks or financial institutions reasonably acceptable to the Administrative Agent, which other commercial banks and warranties contained financial institutions shall join in Section 3 and this Credit Agreement as Lenders by a Lender Joinder Agreement substantially in the form of Exhibit G attached hereto or other Loan Documents shall be, if qualified as to materiality, true and correct and all other representations and warranties shall be true and correct in all material respects, in each case on and as of such date of increase with the same effect as if made on and as of such date, both immediately before and after giving effect to such increase (except arrangement reasonably acceptable to the extent Administrative Agent (it being understood that in no case shall any such representation or warranty is expressly stated Lender be required to have been made as of a specific date, in which case such representation or warranty, if qualified as to materiality, shall be true and correct and all other such representations and warranties shall be true and correct in all material respects, in each case as of such dateincrease its Revolving Commitment without its written consent); (ii) At unless otherwise agreed to by the time Administrative Agent and the Borrower, any such increase shall be in a minimum aggregate principal amount of such increaseTwenty‑Five Million Dollars ($25,000,000) and integral multiples of Five Million Dollars ($5,000,000) in excess thereof (or the remaining amount, no Default shall have occurred and be continuing or would result from such increaseif less); (iii) The if any Revolving Loans are outstanding at the time of any such increase, the Borrower shall make such payments and adjustments on the Revolving Loans (including payment of any break‑funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts; (iv) the Borrower shall have delivered executed any new or amended and restated Notes (to the extent requested by the Lenders) to reflect the revised commitment amounts; (v) the Administrative Agent shall have received all fees and expenses which are then-due and payable on the such date, including, without limitation, payment to the Administrative Agent (x) a true and complete copy the Arranger of the resolutions fees set forth in the Fee Letter; and (vi) the conditions to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 shall be revised to reflect the modified commitments and commitment percentages of the board of directors of Lenders, and the Borrower authorizing such increase Credit Parties shall provide supporting corporate resolutions, legal opinions, promissory notes and a certificate from a Responsible Officer certifying the effectiveness of such resolutions and (y) such legal opinions covering such matters incident to the increase other items as may be reasonably requested by the Administrative Agent may reasonably require; andand the Lenders in connection therewith. The Borrower shall not be permitted to cause more than three (3) increases in the Aggregate Revolving Committed Amount following the Closing Date.