Common use of Accordion Feature Clause in Contracts

Accordion Feature. (a) The Borrower may, at any time following the HY Effective Date, give notice in writing to the Administrative Agent as provided in this Section 2.6 (the “Accordion Notice”), requesting that the RT Credit Limit be increased on a one-time basis by an amount of up to $25,000,000 pursuant to such Accordion Notice (such increase, the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: (i) the aggregate amount of the proposed Accordion Increase in respect of the RT Facility (which shall be in compliance with the first sentence of this Section 2.6(a)), (ii) each existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its Individual Commitment with respect to the RT Facility in an amount equal to its Individual Accordion Commitment. The increase in such Accordion Lender’s Individual Commitment with respect to the RT Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d), become effective on the Accordion Effective Date. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically amended to increase the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion Commitment, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such Persons. (c) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Facility shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender shall be required to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as of the Accordion Effective Date without the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effect.”

Accordion Feature. (a) The Subject to Section 2.4(b), the Borrower may, at any time following the HY Effective Date, give by notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the RT amount of the Individual Commitments with respect to the Credit Limit Facility be increased on a one-time basis by an aggregate amount of up to $25,000,000 pursuant 200,000,000 (in the aggregate for all Accordion Notices). For certainty, the aggregate Individual Commitments under the Credit Facility shall not exceed at any particular time $700,000,000 and each Lender shall, at its sole option, be entitled to such share in the increase in the Credit Facility in accordance with their respective Pro Rata Shares. Within fifteen (15) Banking Days of the receipt by the Administrative Agent of an Accordion Notice, the Administrative Agent shall notify each Lender of the Accordion Notice and each Lender shall, within such fifteen (15) Banking Days period, advise the Administrative Agent as to whether or not it intends to participate in such increase of the Credit Facility. If such advice is not received from a Lender within such fifteen (15) Banking Day period, then such Lender will be deemed not to have agreed to participate in the increase, the “Accordion Increase”). The . (b) Each Accordion Notice shall specify, in respect of the proposed Accordion Increase: specify (i) the aggregate requested amount of the proposed Credit Facility increase (which amount shall be in compliance with Section 2.4(a)) and (ii) the effective date of the proposed increase (the “Accordion Effective Date”). If all Lenders agree to participate in the increase in the Credit Facility, the Individual Commitment of each Lender shall be increased in accordance with their Pro Rata Share. If the full amount of the proposed Accordion Increase in respect increase is not completely acquired by Accordion Lenders that are already Lenders, the Borrower may propose other Eligible Assignees to provide new Individual Commitments for all or a portion of the RT Facility proposed Accordion increase not acquired by existing Lenders, and shall notify the Administrative Agent of the identity of any such Eligible Assignees and their respective new Individual Commitments. (which shall be in compliance with the first sentence of this Section 2.6(a)), (iic) each Each Accordion Lender that is an existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory send a confirming letter to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its an Individual Commitment with respect to the RT Credit Facility in and setting out the amount of that commitment. In respect of each Accordion Lender that is not an amount equal existing Lender, the consent of the Administrative Agent shall be required (such consent not to its be unreasonably withheld, delayed or conditioned), and each such Accordion Lender shall be required to have accepted a minimum Individual Commitment of $25,000,000. (d) In respect of each Accordion Commitment. The increase in Lender that is an existing Lender, the effectiveness of each such Accordion Lender’s increased Individual Commitment with respect to the RT Credit Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d2.4(g), become effective on take place with effect from the second Banking Day following the date of the delivery of such Xxxxxx’s advice, as provided in clause (a) above to the Administrative Agent, and the Administrative Agent shall promptly notify the Lenders of the effectiveness of such increases. (e) In respect of each Accordion Lender that is not an existing Lender, upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrower and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this agreement and each other Finance Document shall, subject to Section 2.4(g), henceforth be read and construed as if such Accordion Lender were party to this agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Effective DateXxxxxx has agreed to accept and all references to any Lenders in any Finance Document shall (to the extent the context so admits) be construed accordingly. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically thereupon be amended to increase add the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion CommitmentLender, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all shall promptly notify the Lenders without of the requirement for any further documentation, consents or other action by or on behalf effectiveness of such PersonsIndividual Commitments. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with full power of substitution and delegation, to complete and execute on its behalf each Accordion Agreement relating to each Accordion Lender. Each Lender agrees that it will be bound by the terms of each such Accordion Agreement so completed and executed by the Administrative Agent. (cf) The Administrative Agent shall promptly notify the Borrower and the Lenders of the effectiveness of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice arising pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase)2.4. (dg) Notwithstanding No increase in or establishment of, any other provision of Individual Commitment pursuant to this Section 2.6, no increase in the amount of the RT Facility 2.4 shall be permitted if, at any time that such time, a Default or Event of Default has occurred and is continuing or would arise as a result of any such increase or establishment and provided further that no Lender increase in or establishment of, any Individual Commitment pursuant to this Section 2.4 in excess of $100,000,000 shall be required permitted unless prior to or concurrent with any such increase its Individual Commitment under or establishment in excess of $100,000,000 the RT Facility without its specific consent Borrower (which consent may be arbitrarily withheldA) shall cause TF Bermuda to execute and deliver to the Administrative Agent (i) a Third Ranking Debenture governed by English law and (ii) a Third Ranking Supplemental Fixed and Floating Charge Agreement governed by the laws of Bermuda, each in form and substance satisfactory to the Administrative Agent and otherwise substantially similar to the Security Documents referenced at Schedule I, paragraphs 2(b) and 2(e). Each ) and (B) the Administrative Agent shall have received customary legal opinions in respect of the Borrowerforegoing documents from TF Bermuda’s English and Bermuda counsel, respectively, each in form and substance satisfactory to the Administrative Agent and otherwise substantially similar to the legal opinions previously delivered to the Administrative Agent in respect of the Security Documents referenced at Schedule I, paragraphs 2(b) and 2(e)). (h) On each Accordion Effective Date, the Administrative Agent shall determine the amount of adjusting payments that may need to be made amongst the Lenders to ensure that their respective shares in outstanding Accommodations under the Credit Facility equal their respective Pro Rata Shares based upon their respective Individual Commitments. Each Accordion Lender shall advance to the Administrative Agent the amount of any such adjusting payment so required of it and the Lenders hereby agrees that Administrative Agent shall, upon receipt, advance to each other Lender the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as amount of the Accordion Effective Date without corresponding adjusting payment required to be paid to it as determined above. The Borrower shall be obliged to repay outstanding Accommodations under the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after Credit Facility amongst the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring Lenders as adjusted pursuant to this agreement, and each reference Section 2.4. Adjusting payments in any related document to respect of Term Benchmark Loans shall not take place until the “Credit Agreement”, “thereunder”, “thereof”, or words expiry of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effecttheir current tenors.”

Accordion Feature. (a) The Subject to Section 2.4(b), the Borrower may, at any time following the HY Effective Date, give by notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the RT amount of the Individual Commitments with respect to the Credit Limit Facility be increased on a one-time basis by an aggregate amount of up to $25,000,000 pursuant 200,000,000 (in the aggregate for all Accordion Notices). For certainty, the aggregate Individual Commitments under the Credit Facility shall not exceed at any particular time $700,000,000 and each Lender shall, at its sole option, be entitled to such share in the increase in the Credit Facility in accordance with their respective Pro Rata Shares. Within fifteen (15) Banking Days of the receipt by the Administrative Agent of an Accordion Notice, the Administrative Agent shall notify each Lender of the Accordion Notice and each Lender shall, within such fifteen (15) Banking Days period, advise the Administrative Agent as to whether or not it intends to participate in such increase of the Credit Facility. If such advice is not received from a Lender within such fifteen (15) Banking Day period, then such Lender will be deemed not to have agreed to participate in the increase, the “Accordion Increase”). The . (b) Each Accordion Notice shall specify, in respect of the proposed Accordion Increase: specify (i) the aggregate requested amount of the proposed Credit Facility increase (which amount shall be in compliance with Section 2.4(a)) and (ii) the effective date of the proposed increase (the “Accordion Effective Date”). If all Lenders agree to participate in the increase in the Credit Facility, the Individual Commitment of each Lender shall be increased in accordance with their Pro Rata Share. If the full amount of the proposed Accordion Increase in respect increase is not completely acquired by Accordion Lenders that are already Lenders, the Borrower may propose other Eligible Assignees to provide new Individual Commitments for all or a portion of the RT Facility proposed Accordion increase not acquired by existing Lenders, and shall notify the Administrative Agent of the identity of any such Eligible Assignees and their respective new Individual Commitments. (which shall be in compliance with the first sentence of this Section 2.6(a)), (iic) each Each Accordion Lender that is an existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory send a confirming letter to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its an Individual Commitment with respect to the RT Credit Facility in and setting out the amount of that commitment. In respect of each Accordion Lender that is not an amount equal existing Lender, the consent of the Administrative Agent shall be required (such consent not to its be unreasonably withheld, delayed or conditioned), and each such Accordion Lender shall be required to have accepted a minimum Individual Commitment of $25,000,000. (d) In respect of each Accordion Commitment. The increase in Lender that is an existing Lender, the effectiveness of each such Accordion Lender’s increased Individual Commitment with respect to the RT Credit Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d2.4(g), become effective on take place with effect from the second Banking Day following the date of the delivery of such Lxxxxx’s advice, as provided in clause (a) above to the Administrative Agent, and the Administrative Agent shall promptly notify the Lenders of the effectiveness of such increases. (e) In respect of each Accordion Lender that is not an existing Lender, upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrower and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this agreement and each other Finance Document shall, subject to Section 2.4(g), henceforth be read and construed as if such Accordion Lender were party to this agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Effective DateLxxxxx has agreed to accept and all references to any Lenders in any Finance Document shall (to the extent the context so admits) be construed accordingly. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically thereupon be amended to increase add the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion CommitmentLender, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all shall promptly notify the Lenders without of the requirement for any further documentation, consents or other action by or on behalf effectiveness of such PersonsIndividual Commitments. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with full power of substitution and delegation, to complete and execute on its behalf each Accordion Agreement relating to each Accordion Lender. Each Lender agrees that it will be bound by the terms of each such Accordion Agreement so completed and executed by the Administrative Agent. (cf) The Administrative Agent shall promptly notify the Borrower and the Lenders of the effectiveness of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice arising pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase)2.4. (dg) Notwithstanding No increase in or establishment of, any other provision of Individual Commitment pursuant to this Section 2.6, no increase in the amount of the RT Facility 2.4 shall be permitted if, at any time that such time, a Default or Event of Default has occurred and is continuing or would arise as a result of any such increase or establishment and provided further that no Lender increase in or establishment of, any Individual Commitment pursuant to this Section 2.4 in excess of $100,000,000 shall be required permitted unless prior to or concurrent with any such increase its Individual Commitment under or establishment in excess of $100,000,000 the RT Facility without its specific consent Borrower (which consent may be arbitrarily withheldA) shall cause TF Bermuda to execute and deliver to the Administrative Agent (i) a Third Ranking Debenture governed by English law and (ii) a Third Ranking Supplemental Fixed and Floating Charge Agreement governed by the laws of Bermuda, each in form and substance satisfactory to the Administrative Agent and otherwise substantially similar to the Security Documents referenced at Schedule I, paragraphs 2(b) and 2(e). Each ) and (B) the Administrative Agent shall have received customary legal opinions in respect of the Borrowerforegoing documents from TF Bermuda’s English and Bermuda counsel, respectively, each in form and substance satisfactory to the Administrative Agent and otherwise substantially similar to the legal opinions previously delivered to the Administrative Agent in respect of the Security Documents referenced at Schedule I, paragraphs 2(b) and 2(e)). (h) On each Accordion Effective Date, the Administrative Agent shall determine the amount of adjusting payments that may need to be made amongst the Lenders to ensure that their respective shares in outstanding Accommodations under the Credit Facility equal their respective Pro Rata Shares based upon their respective Individual Commitments. Each Accordion Lender shall advance to the Administrative Agent the amount of any such adjusting payment so required of it and the Lenders hereby agrees that Administrative Agent shall, upon receipt, advance to each other Lender the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as amount of the Accordion Effective Date without corresponding adjusting payment required to be paid to it as determined above. The Borrower shall be obliged to repay outstanding Accommodations under the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after Credit Facility amongst the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring Lenders as adjusted pursuant to this agreement, and each reference Section 2.4. Adjusting payments in any related document to respect of Term Benchmark Loans shall not take place until the “Credit Agreement”, “thereunder”, “thereof”, or words expiry of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effecttheir current tenors.”

Accordion Feature. (a) xvi. The Borrower may, at any time following and from time to time during the HY Effective DateRevolving Commitment Period, provided that no Event of Default has occurred and is continuing, give not less than fifteen (15) Business Days’ notice in writing to the Administrative Facility Agent as provided in this Section 2.6 and the Class B Agent (the each, an “Accordion Notice”), requesting that an increase in the RT Credit Limit be increased on a one-time basis minimum principal amount of One Hundred Million Dollars ($100,000,000) (each, an “Accordion Increase”) in (A) the Class A Revolving Maximum Amount and (B) the Class B Revolving Commitments (allocated pro rata between (A) and (B)) by an amount of up to $25,000,000 pursuant to such 100,000,000 in the aggregate for all Accordion Notice (such increase, the “Accordion Increase”)Notices. The Each Accordion Notice shall specify, in respect of the proposed Accordion Increase: (ix) the aggregate amount of the proposed Accordion Increase in respect of the RT Facility (which shall be in compliance with the first sentence of this Section 2.6(a))Class A Revolving Loans and Class B Revolving Loans, (iiy) each existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Facility in the aggregate amount of the requested Accordion Increase proposed new Lenders (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) that have agreed to accept a Revolving Commitment, and (iiiz) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase, provided that no Accordion Increase (eachshall be effective unless the Facility Agent and the Class B Agent shall have accepted each Accordion Notice and each Accordion Lender. The Class A Revolving Committed Lenders, an “Individual Class A Revolving Conduit Lenders and the Class B Revolving Lenders may, at their option, participate as Accordion Commitment”). For certaintyLenders, but shall have no Lender shall in any way be obligated obligation to be an Accordion Lender or participate in the Accordion Increasedo so. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Facility Agent that and the Borrower is in Class B Agent of compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) Financial Covenants on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the xvii. Each Accordion Notice pursuant will be accompanied by a proposed amending agreement (the “Amending Agreement”) containing amendments to this Agreement necessary to facilitate such Accordion Increase on the terms set forth in Section 2.6(a2.1(g)(i), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of commitments, the Accordion Notice from the Administrative Agent pursuant shall distribute to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its Individual Commitment with respect to the RT Facility in an amount equal to its Individual Accordion Commitment. The increase in such Accordion Lender’s Individual Commitment with respect to the RT Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d), become effective on the Accordion Effective Date. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically amended to increase the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion Commitment, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentationCollateral Agent, consents or other action by or on behalf of such Persons. (c) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Facility shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender shall be required to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, the Administrative Verification Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as a revised Appendix A which shall form part of the Accordion Effective Date this Agreement without the requirement for of any further action or documentation. Any such instrument to be delivered by a new Lender shall be in such form satisfactory to the Agents. Provided the amendments are acceptable to the Facility Agent, consents or other action by or on behalf of such Person. On the Class B Agent and after the Accordion Effective DateLenders, each reference acting reasonably, the parties thereto shall as soon as commercially practicable execute and deliver the Amending Agreement. xviii. Upon the execution and delivery of an accordion agreement by an Accordion Lender (in this agreement to “this agreement”the form prescribed in the Amending Agreement), “hereunder”, “hereof”, or words of like import referring such Accordion Lender shall become a party to this agreementAgreement as a Class A Revolving Committed Lender or Class B Lender, and each reference as the case may be, all references to a Class A Revolving Committed Lender or Class B Lender in any related document Loan Document shall (to the “Credit Agreement”, “thereunder”, “thereof”, or words of extent the like import relating to context so admits) include such Accordion Lender and the Credit Agreement, increases in the Class A Revolving Maximum Amount and the Class B Revolving Commitments as specified in such Accordion Notice shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effectbecome effective.”

Accordion Feature. (a1) The Borrower may, at At any time following prior to one Business Day before the HY Effective Revolving Credit Termination Date, give notice in writing to the Administrative Agent as provided in this Section 2.6 (the “Accordion Notice”), requesting that the RT Credit Limit be increased on Borrowers may effectuate a one-time basis by an amount of up to $25,000,000 pursuant to such Accordion Notice increase in the Total Revolving Credit Commitments (such increase, the a “Accordion Revolving Credit Commitment Increase”). The Accordion Notice shall specify, by designating either one or more of the existing Banks (each of which, in respect its sole discretion, may determine whether and to what degree to participate in such Revolving Credit Commitment Increase) or one or more other banks or other financial institutions (reasonably acceptable to the Agent and the Issuing Bank) that at the time agree in the case of any such bank or financial institution that is an existing Bank to increase its Revolving Credit Commitment as such Bank shall so select (an “Increasing Revolving Credit Bank”) and, in the proposed Accordion Increase: case of any other such bank or financial institution (ian “Additional Revolving Credit Bank”), to become a party to this Agreement; provided, however, that (A) the aggregate amount of the proposed Accordion Revolving Credit Commitment Increase in respect of the RT Facility may not exceed $20,000,000, and (which B) all Revolving Credit Commitments and Revolving Credit Loans provided pursuant to a Revolving Credit Commitment Increase shall be available on the same terms as those applicable to the existing Revolving Credit Commitments and Revolving Credit Loans. The Borrowers shall provide prompt notice of any proposed Revolving Credit Commitment Increase to the Agent and the Banks. Nothing in compliance with the first sentence of this Section 2.6(a)), 2.1(d) shall be construed to create any obligation on the Agent or any Bank to advance or to commit to advance any credit to the Borrowers or to arrange for any other Person to advance or to commit to advance any credit to the Borrowers. (ii2) each existing Lender being requested A Revolving Credit Commitment Increase shall become effective upon (A) the receipt by the Borrower to increase its Individual Commitment Agent of (1) an agreement in respect of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) form and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, substance reasonably satisfactory to the Administrative Agent that signed by the Borrower is Borrowers, each Increasing Revolving Credit Bank and each Additional Revolving Credit Bank, setting forth the Revolving Credit Commitments, if any, of each such Bank and setting forth the agreement of each Additional Revolving Credit Bank to become a party to this Agreement and to be bound by all the terms and provisions hereof binding upon each Bank, and (2) such evidence of appropriate authorization on the part of the Borrowers with respect to such Revolving Credit Commitment Increase as the Agent may reasonably request, (B) the funding by each Increasing Revolving Credit Bank and Additional Revolving Credit Bank of the Revolving Credit Loans to be made by each such Bank to effect the prepayment requirement set forth in compliance with the financial covenants contained in Sections 11.1(mSection 2.1(d)(4), (n), (o) and (pC) on receipt by the Agent of a pro forma basis certificate of an officer of the Borrowers stating that, both before and after giving effect to the proposed Accordion such Revolving Credit Commitment Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its Individual Commitment with respect to the RT Facility in an amount equal to its Individual Accordion Commitment. The increase in such Accordion Lender’s Individual Commitment with respect to the RT Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d), become effective on the Accordion Effective Date. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically amended to increase the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion Commitment, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such Persons. (c) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Facility shall be permitted at any time that a Default or Event of Default has occurred and is continuing or would result from the Revolving Credit Commitment Increase, and no Lender shall be required that all representations and warranties made by the Borrowers in this Agreement are true and correct in all material respects, unless such representation or warranty relates to increase its Individual Commitment under the RT Facility without its specific consent an earlier date which remains true and correct as of such earlier date. (which consent may be arbitrarily withheld). Each of the Borrower, the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b3) will be made to give effect Notwithstanding any provision contained herein to the Accordion Increase requested in the Accordion Notice and will become effective as of the Accordion Effective Date without the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shallcontrary, from and after the Accordion Effective Datedate of any Revolving Credit Commitment Increase, all calculations and payments of interest on the Revolving Credit Loans shall take into account the actual Revolving Credit Commitment of each Bank and the principal amount outstanding of each Revolving Credit Loan made by such Bank during the relevant period of time. (4) If a Revolving Credit Commitment Increase is effected as amended by permitted under this Section 2.6(d2.1(d), the Borrowers shall prepay any Revolving Credit Loans outstanding on such increase date to the extent necessary to keep the outstanding Revolving Credit Loans ratable to reflect the revised percentages arising from such Revolving Credit Commitment Increase. Any prepayment made by the Borrowers in accordance with this clause (4) may be and continue to be made with the proceeds of Revolving Credit Loans made by any or all the Banks in full force and effectconnection with the Revolving Credit Commitment Increase occurring simultaneously with the prepayment.”

Accordion Feature. (a) The Borrower may, at any from time following to time, increase the HY Effective DateAggregate Revolving Commitment Amount hereunder, give or add a term loan facility (a "Incremental Term Loan Facility") and term loans ("Incremental Term Loans") by giving notice in writing to the Administrative Agent as provided in this Section 2.6 (Agent, specifying the “Accordion Notice”), requesting that the RT Credit Limit be increased on a one-time basis by an amount of up to $25,000,000 pursuant to such Accordion Notice (such increase, the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: (i) the aggregate dollar amount of the proposed Accordion Increase in respect of the RT Facility increase (which shall be in compliance with an integral multiple of $5,000,000, and which shall not result in the first sentence of this Section 2.6(a)), (ii) each existing Lender being requested by the Borrower to increase its Individual Commitment in respect sum of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its Individual Aggregate Revolving Commitment with respect to the RT Facility in an amount equal to its Individual Accordion Commitment. The increase in such Accordion Lender’s Individual Commitment with respect to the RT Facility Amount and the corresponding Incremental Term Loan Facility hereunder exceeding $100,000,000); provided, however, that an increase in the RT Credit Limit shall, subject to Section 2.6(d), become effective on the Accordion Effective Date. Effective as Aggregate Revolving Commitment Amount and addition of the Accordion Effective Date: (i) Schedule A hereto shall an Incremental Term Loan Facility hereunder may only be automatically amended to increase the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion Commitment, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as made at a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such Persons. (c) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that time when no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Facility shall be permitted at any time that a Default or Event of Default has shall have occurred and be continuing. The Borrower may increase the Aggregate Revolving Commitment Amount by either increasing a Revolving Commitment Amount with an existing Bank or obtaining a Revolving Commitment from a new financial institution, the selection of which shall require the consent of the Agent, not to be unreasonably withheld. The Borrower may add the Incremental Term Loan Facility with an existing Bank or obtaining a commitment to the Incremental Term Loan Facility from a new financial institution, the selection of which shall require the consent of the Agent, not to be unreasonably withheld. The Borrower, the Agent and each Bank or other financial institution that is continuing increasing its Revolving Commitment Amount, extending a new Revolving Commitment or adding an Incremental Term Loan Facility shall enter into an amendment to this Agreement setting forth the amounts of the Revolving Commitment Amount, as so increased, providing that any new financial institution extending a new Revolving Commitment shall be a Bank for all purposes under this Agreement and in the case of the Incremental Term Loan Facility, setting forth the amount and adding provisions appropriate for the Incremental Term Loans, including maturities and amortization, if applicable. No such amendment shall require the approval or consent of any Bank who is not involved in the increase to the Revolving Commitment Amount or the Incremental Term Loan Facility and no Lender Bank shall be required to increase its Individual Revolving Commitment under Amount or enter into an Incremental Term Loan Facility unless it shall so agree in writing. Upon the RT Facility without its specific consent (which consent may execution and delivery of such amendment as provided above, this Agreement shall be arbitrarily withheld). Each deemed to be amended accordingly and, in the instance of an increase to the Revolving Commitments, the Agent shall adjust the funded amount of the Borrower, the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as Revolving Loans of the Accordion Effective Date without Banks so that each Bank (including the requirement for any further documentation, consents Banks with new or other action by or on behalf of such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, increased Revolving Commitment) shall mean and be a reference to this agreement hold their respective Revolving Percentages (as amended by this Section 2.6(dsuch amendment) of the Revolving Loans outstanding and as supplemented by the unfunded Revolving Commitment Amount (and each Bank shall so fund any Accordion Confirmation executed increased amount of Advances), and delivered shall participate in connection with the Accordion Notice. This agreement shall, from Letter of Credit obligations and after the Accordion Effective Date, have obligations to participate in Unrefunded Swing Line Loans in their respective Revolving Percentages (as amended by this Section 2.6(dsuch amendment), be and continue to be in full force and effect.”

Accordion Feature. (a) The Borrower may, at any time following the HY Effective Date, give by prior notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time starting December 31, 2022, request that the amount of the RT Credit Limit Facility be increased on a one-time basis by an aggregate amount of up to $25,000,000 pursuant to such Accordion Notice (such increase, the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: (i) the aggregate amount of for all Accordion Notices) specifying the proposed Accordion Increase in respect of the RT Facility (which shall be in compliance with the first sentence of this Lenders and/or, subject to Section 2.6(a)2.6(b), (ii) each existing Lender being requested by the Borrower proposed new Lenders that have agreed to increase its accept Individual Commitment in Commitments with respect of to the RT Facility in the aggregate amount of the such requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increaseincrease. (b) Promptly following receipt The Administrative Agent shall promptly send a copy of the Accordion Notice to each Lender. Each of the existing Lenders shall be given the opportunity to increase their respective Individual Commitments pursuant to Section 2.6(a), an Accordion Notice prior to any solicitation by the Administrative Agent shall deliver Borrower for an initial Individual Commitment from a copy of same to each Accordion Lender specified therein. Person that is not an existing Lender. (c) Upon receipt of the an Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice that is an existing Lender shall execute and deliver send a confirming letter to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its Individual Commitment with respect to the RT Facility in an amount equal to its Individual Accordion Commitmentand setting out the amounts of that increase. The increase in such that Accordion Lender’s 's Individual Commitment with respect to the RT Facility shall, subject to Sections 2.6(b) and (f), take place with effect from such day as such Accordion Lender, the Borrower and the corresponding Administrative Agent may agree. Upon any such increase in of that Accordion Lender's Individual Commitment with respect to the RT Facility, Schedule A hereto shall be deemed to be amended to increase the Individual Commitment of that Accordion Lender with respect to the RT Facility by the amount of such increase. For certainty, increases of the Individual Commitments of the existing Lenders with respect to the RT Facility pursuant to this Section 2.6 need not be effected on a pro rata basis. (d) Any Accordion Lender with respect to the RT Facility that is not an existing Lender must be acceptable to the Administrative Agent acting in its discretion exercised reasonably. Upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrower and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this agreement and each other Credit Limit Document shall, subject to Section 2.6(d)2.6(f) and on and from such date as the parties thereto may agree, become effective on be read and construed as if such Accordion Lender were party to this agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the RT Facility that the Accordion Effective DateLender has agreed to accept and all references to any Lender in any Credit Document shall (to the extent the context so admits) be construed accordingly. Effective as of the Accordion Effective Date: (i) Consequent thereto, Schedule A hereto shall be automatically deemed to be amended to increase add the Individual Commitment of such Accordion Lender with respect to the RT Facility Facility. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with full power of substitution and delegation, to complete and execute on its behalf an Accordion Agreement with each Accordion Lender. Each Lender agrees that it will be bound by the amount terms of its Individual each such Accordion Commitment, Agreement so completed and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased executed by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such PersonsAgent. (ce) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect with respect to the Accordion Increase requested in the Accordion Notice RT Facility arising pursuant to this Section 2.62.6(c) and/or 2.6(d). Notwithstanding the provisions of Section 3.2 any other provision hereof with respect to the funding of Loans in accordance with each relevant Lender’s 's Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s 's Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s 's Individual Commitment with respect to the RT Facility (after giving effect Facility. The Administrative Agent may exercise the timing of its discretion to reallocate as aforesaid so as to minimize or eliminate the Accordion Increase)requirement to break a Term SOFR Rate contract or incur breakage fees in respect of any outstanding Term Benchmark Loan. (df) Notwithstanding any other provision of this Section 2.6, no No increase in the amount of the RT Facility Facility (i) shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender outstanding; and (ii) shall be effective until, if required by the Administrative Agent, acting reasonably, each Obligor shall have executed and delivered to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, the Administrative Agent a confirmation of its Secured Obligations, in form and substance acceptable to the Lenders hereby agrees Lenders, acting reasonably, under each Credit Document to which it is a party and acknowledging and confirming that the amendments specified in Section 2.6(b) will be made to give effect to the relevant Accordion Increase requested in the Accordion Notice and will become effective as of the Accordion Effective Date without the requirement for any further documentation, consents or other action by or on behalf of Lender benefits from such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effectDocuments.”

Accordion Feature. (a) The Borrower Subject to Section 2.4(b), the Borrowers may, at any time following the HY Effective Date, give by notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the RT amount of the Individual Commitments with respect to the Credit Limit Facility be increased on a one-time basis by an aggregate amount of up to $25,000,000 pursuant 200,000,000 (in the aggregate for all Accordion Notices). For certainty, the aggregate Individual Commitments under the Credit Facility shall not exceed at any particular time $700,000,000 and each Lender shall, at its sole option, be entitled to such share in the increase in the Credit Facility in accordance with their respective Pro Rata Shares. Within fifteen (15) Banking Days of the receipt by the Administrative Agent of an Accordion Notice, the Administrative Agent shall notify each Lender of the Accordion Notice and each Lender shall, within such fifteen (15) Banking Days period, advise the Administrative Agent as to whether or not it intends to participate in such increase of the Credit Facility. If such advice is not received from a Lender within such fifteen (15) Banking Day period, then such Lender will be deemed not to have agreed to participate in the increase, the “Accordion Increase”). The . (b) Each Accordion Notice shall specify, in respect of the proposed Accordion Increase: specify (i) the aggregate requested amount of the proposed Credit Facility increase (which amount shall be in compliance with Section 2.4(a)) and (ii) the effective date of the proposed increase (the “Accordion Effective Date”). If all Lenders agree to participate in the increase in the Credit Facility, the Individual Commitment of each Lender shall be increased in accordance with their Pro Rata Share. If the full amount of the proposed Accordion Increase in respect increase is not completely acquired by Accordion Lenders that are already Lenders, the Borrowers may propose other Eligible Assignees to provide new Individual Commitments for all or a portion of the RT Facility proposed Accordion increase not acquired by existing Lenders, and shall notify the Administrative Agent of the identity of any such Eligible Assignees and their respective new Individual Commitments. (which shall be in compliance with the first sentence of this Section 2.6(a)), (iic) each Each Accordion Lender that is an existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory send a confirming letter to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its an Individual Commitment with respect to the RT Credit Facility in and setting out the amount of that commitment. In respect of each Accordion Lender that is not an amount equal existing Lender, the consent of the Administrative Agent shall be required (such consent not to its be unreasonably withheld, delayed or conditioned), and each such Accordion Lender shall be required to have accepted a minimum Individual Commitment of $25,000,000. (d) In respect of each Accordion Commitment. The increase in Lender that is an existing Lender, the effectiveness of each such Accordion Lender’s increased Individual Commitment with respect to the RT Credit Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d2.4(g), become effective on take place with effect from the second Banking Day following the date of the delivery of such Xxxxxx’s advice, as provided in clause (a) above to the Administrative Agent, and the Administrative Agent shall promptly notify the Lenders of the effectiveness of such increases. (e) In respect of each Accordion Lender that is not an existing Lender, upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrowers and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this agreement and each other Finance Document shall, subject to Section 2.4(g), henceforth be read and construed as if such Accordion Lender were party to this agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Effective DateXxxxxx has agreed to accept and all references to any Lenders in any Finance Document shall (to the extent the context so admits) be construed accordingly. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically thereupon be amended to increase add the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion CommitmentLender, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all shall promptly notify the Lenders without of the requirement for any further documentation, consents or other action by or on behalf effectiveness of such PersonsIndividual Commitments. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with full power of substitution and delegation, to complete and execute on its behalf each Accordion Agreement relating to each Accordion Lender. Each Lender agrees that it will be bound by the terms of each such Accordion Agreement so completed and executed by the Administrative Agent. (cf) The Administrative Agent shall promptly notify the Borrower Borrowers and the Lenders of the effectiveness of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice arising pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase)2.4. (dg) Notwithstanding No increase in or establishment of, any other provision of Individual Commitment pursuant to this Section 2.6, no increase in the amount of the RT Facility 2.4 shall be permitted if, at any time that such time, a Default or Event of Default has occurred and is continuing or would arise as a result of any such increase or establishment and provided further that no Lender increase in or establishment of, any Individual Commitment pursuant to this Section 2.4 in excess of $100,000,000 shall be required permitted unless prior to or concurrent with any such increase its Individual Commitment under or establishment in excess of $100,000,000 the RT Facility without its specific consent Borrowers (which consent may be arbitrarily withheldA) shall cause TF Bermuda to execute and deliver to the Administrative Agent (i) a Third Ranking Debenture governed by English law and (ii) a Third Ranking Supplemental Fixed and Floating Charge Agreement governed by the laws of Bermuda, each in form and substance satisfactory to the Administrative Agent and otherwise substantially similar to the Security Documents referenced at Schedule I, paragraphs 2(b) and 2(e). Each ) and (B) the Administrative Agent shall have received customary legal opinions in respect of the Borrowerforegoing documents from TF Bermuda’s English and Bermuda counsel, respectively, each in form and substance satisfactory to the Administrative Agent and otherwise substantially similar to the legal opinions previously delivered to the Administrative Agent in respect of the Security Documents referenced at Schedule I, paragraphs 2(b) and 2(e)). (h) On each Accordion Effective Date, the Administrative Agent shall determine the amount of adjusting payments that may need to be made amongst the Lenders to ensure that their respective shares in outstanding Accommodations under the Credit Facility equal their respective Pro Rata Shares based upon their respective Individual Commitments. Each Accordion Lender shall advance to the Administrative Agent the amount of any such adjusting payment so required of it and the Lenders hereby agrees that Administrative Agent shall, upon receipt, advance to each other Lender the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as amount of the Accordion Effective Date without corresponding adjusting payment required to be paid to it as determined above. The Borrowers shall be obliged to repay outstanding Accommodations under the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after Credit Facility amongst the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring Lenders as adjusted pursuant to this agreement, and each reference Section 2.4. Adjusting payments in any related document to respect of Term Benchmark Loans shall not take place until the “Credit Agreement”, “thereunder”, “thereof”, or words expiry of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effecttheir current tenors.”

Accordion Feature. (a) The At any time, prior to the Maturity Date, the Borrower may, at any time following the HY Effective Date, give by notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the then existing amount of the RT Credit Limit Facility be increased on a one-time basis by (x) during the Modification Period, an amount of up to $25,000,000 pursuant 100,000,000 (in the aggregate for all Accordion Notices with respect to such the RT Facility) and (y) at any time after the Modification Period, an amount of up to $300,000,000 (in the aggregate for all Accordion Notice (such increaseNotices with respect to the RT Facility), the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: and advising whether (i) the aggregate amount Borrower wishes to arrange for such requested increase to be provided by another bank, which bank must agree to be bound by the terms and conditions of this agreement as a Lender, and/or (ii) the Borrower wishes to request each Lender to participate in such increase in accordance with their Pro Rata Share. Within ten (10) Banking Days of the proposed receipt by the Administrative Agent of an Accordion Increase Notice requesting participation by the Lenders, each Lender shall advise the Administrative Agent as to whether or not it intends to participate in respect such increase of the RT Facility Facility. If such advice is not received from a Lender within such ten (which shall 10) Banking Day period, then such Lender will be deemed not to have agreed to participate in compliance with the first sentence increase. In the event that not all of this Section 2.6(a)), (ii) each existing Lender being requested by the Borrower Lenders agree to participate in the increase its Individual Commitment in respect of the RT Facility in Facility, then the aggregate amount of Administrative Agent shall so advise the requested Accordion Increase (each, an “Accordion Lender” and, collectively, Borrower which shall have the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated right to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory deliver a further request to the Administrative Agent that for those Lxxxxxx participating in the Borrower is increase of the RT Facility, to participate in compliance with any shortfall in the financial covenants contained requested increase in Sections 11.1(m), (n), (o) and (p) RT Facility on a pro forma rata basis after giving effect in accordance with the Individual Commitments of those participating Lenders and each participating Lender shall advise the Administrative Agent as to whether or not it intends to further participate in such increase of the RT Facility, within three (3) Banking Days of such further request. In the event that there is still a shortfall, a further request again on a mutatis mutandis basis will be given to the proposed Accordion Increaseremaining participating Lenders and such request may be accepted or rejected by the remaining participating Lenders and each participating Lender shall advise the Administrative Agent as to whether or not it intends to further participate in such increase of RT Facility, within three (3) Banking Days of such further request. To the extent that the participating Lenders do not agree to participate in the request for the increase in the RT Facility, then the Borrower may either arrange for such shortfall in the requested increase from another bank, which bank must agree to be bound by the terms and conditions of this agreement as a Lender, or accept the lower amount of the increase in the RT Facility, as accepted by the participating Lenders. (b) Promptly following receipt of the Each Accordion Notice pursuant to Section 2.6(a), delivered by the Administrative Agent Borrower shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified be substantially in the form of Schedule J and the delivery of an Accordion Notice shall execute constitute a representation and deliver to warranty of the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming Borrower that it has agreed to increase its Individual Commitment with respect to all representations and warranties of the RT Facility Borrower set forth in an amount equal to its Individual Accordion Commitment. The increase Article 10 are true and correct in such Accordion Lender’s Individual Commitment with respect to the RT Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d), become effective on the Accordion Effective Date. Effective all respects as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically amended to date such increase the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion Commitment, and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased by takes effect. The Borrower shall not request an increase to the amount of the RT Facility pursuant to an Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such PersonsNotice that is less than $50,000,000. (c) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans in accordance with each relevant Lender’s Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such No increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Facility shall be permitted at any time that a Default or Event of Default has occurred and is continuing nor shall any Default or Event of Default be reasonably expected to occur immediately following any increase to the RT Credit Limit. (d) The Borrower shall have provided the Administrative Agent with a compliance certificate, in form and no Lender substance satisfactory to the Administrative Agent, evidencing pro forma compliance with Section 11.1(m) immediately following any increase to the RT Credit Limit. (e) Upon completion of the request process set forth in Section 2.6(a), the Administrative Agent shall be required to increase its promptly notify the Borrower and the Lenders of the increased Individual Commitments of participating Lenders and the Individual Commitment under of any bank which has become a Lender as contemplated by Section 2.6(a). (f) Any upfront fee payable by the Borrower in accordance with any increase to the RT Facility without its specific consent (which consent may pursuant to this Section 2.6 shall be arbitrarily withheld). Each negotiated and agreed upon between the Borrower and the relevant Lender and the Borrower shall pay all other fees and expenses of the Borrower, the Administrative Agent and the Lenders hereby agrees that the amendments specified owing in Section 2.6(b) will be made to give effect respect of such increase to the Accordion Increase requested in RT Credit Limit. (g) The Administrative Agent shall forthwith advise the Accordion Notice Swingline Lender and will become effective as Issuing Lender of the Accordion Effective Date without the requirement for any further documentation, consents or other action by or on behalf its receipt of such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the an Accordion Notice. This agreement shall, from and after In the Accordion Effective Date, as amended by this event that a bank that is not an existing Lender is to become a Lender in accordance with Section 2.6(d2.6(a), such bank must be approved by the Administrative Agent, the Swingline Lender and continue to be the Issuing Lender, in full force their respective reasonable discretion, and effectthe Swingline Lender and Issuing Lender shall notify the Administrative Agent whether or not it approves of such new Lender within ten (10) Banking Days of such Lender’s receipt of such notice.”

Accordion Feature. (a) The Any Borrower may, at any time following the HY Effective Date, give by prior notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the RT amount of the Credit Limit Facility be increased on a one-time basis by an amount of up to $25,000,000 pursuant 100,000,000 (ie: to such Accordion Notice (such increase, the “Accordion Increase”a maximum Credit Limit of $800,000,000). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: specify (i) the aggregate amount of the proposed Accordion Increase increase in respect of the RT Credit Facility (which shall be in compliance with the first sentence of this Section 2.6(a)), ; (ii) each existing Lender the Lenders and/or, subject to Section 2.6(b), proposed new Lenders that are being requested by the Borrower to increase its Individual Commitment in Commitments with respect of to the RT Credit Facility in the aggregate amount of the such proposed requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) increase; and (iii) each any fees offered to the Accordion Lenders, which fees may be variable based upon the amount by which any such Accordion Lender’s proposed commitment in respect Lender is willing to increase the principal amount of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increaseits commitment. (b) Promptly following receipt The Administrative Agent shall promptly send a copy of the Accordion Notice to each Lender. Each of the existing Lenders shall be given the opportunity to increase their respective Individual Commitments pursuant to Section 2.6(a)an Accordion Notice prior to any solicitation by the Borrowers for an initial Individual Commitment from a Person that is not an existing Lender. If all Lenders agree to participate in the increase in the Credit Facility, the Administrative Agent Individual Commitment of each Lender shall deliver be increased in accordance with their Pro Rata Share. For certainty, a copy new Lender may only be proposed by the Borrower to participate in a proposed increase to the Credit Facility if the full amount of same the proposed increase pursuant to each the subject Accordion Lender specified thereinNotice is not completely acquired by Accordion Lenders that are already Lenders. 51334597.3 Third Amended and Restated Credit Agreement - Equinox (c) Upon receipt of the an Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice that is an existing Lender shall execute and deliver send a confirming letter to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that advising whether or not it has agreed to increase its Individual Commitment with respect to the RT Credit Facility in an amount equal to its Individual Accordion Commitmentand setting out the amounts of that increase. The increase in such that Accordion Lender’s 's Individual Commitment with respect to the RT Credit Facility shall, subject to Sections 2.6(b) and (f), take place with effect from the Accordion Effective Date. Upon the Accordion Effective Date any such increase of that Accordion Lender's Individual Commitment with respect to the Credit Facility, Schedule A hereto shall be deemed to be amended to increase the Individual Commitment of that Accordion Lender with respect to the Credit Facility by the amount of such increase. For certainty, Lenders may decline, in their sole discretion, to increase their Individual Commitments in connection with an Accordion Notice and increases of the Individual Commitments of the existing Lenders with respect to the Credit Facility pursuant to this Section 2.6 need not be effected on a pro rata basis. (d) Any Accordion Lender with respect to the Credit Facility that is not an existing Lender must be acceptable to the Administrative Agent and the corresponding increase Issuing Lenders acting in their discretion exercised reasonably. Upon delivery to the RT Administrative Agent of an Accordion Agreement executed by the Borrowers and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this agreement and each other Credit Limit Document shall, subject to Section 2.6(d)2.6(f) and on and from such date as the parties thereto may agree, become effective on be read and construed as if such Accordion Lender were party to this agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Effective DateLender has agreed to accept and all references to any Lender in any Credit Document shall (to the extent the context so admits) be construed accordingly. Effective as of the Accordion Effective Date: (i) Consequent thereto, Schedule A hereto shall be automatically deemed to be amended to increase add the Individual Commitment of such Accordion Lender with respect to the RT Facility Credit Facility. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with full power of substitution and delegation, to complete and execute on its behalf an Accordion Agreement with each Accordion Lender. Each Lender agrees that it will be bound by the amount terms of its Individual each such Accordion Commitment, Agreement so completed and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased executed by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such PersonsAgent. (ce) The Administrative Agent shall promptly notify the Borrower Borrowers and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect with respect to the Accordion Increase requested in the Accordion Notice Credit Facility arising pursuant to this Section 2.62.6(c) and/or 2.6(d). Notwithstanding the provisions of Section 3.2 any other provision hereof with respect to the funding of Loans in accordance with each relevant Lender’s 's Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Credit Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s 's Pro Rata Share of the aggregate amount of credit extended under the RT Credit Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s 's Individual Commitment with respect to the RT Facility (after giving effect Credit Facility. The Administrative Agent may exercise the timing of its discretion to reallocate as aforesaid so as to minimize or eliminate the Accordion Increase).requirement to break a Term SOFR Rate contract or incur breakage fees in respect of any outstanding Term Benchmark Loan. 51334597.3 Third Amended and Restated Credit Agreement - Equinox (df) Notwithstanding any other provision of this Section 2.6, no No increase in the amount of the RT Credit Facility pursuant to an Accordion Notice: (i) shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender or if any Default or Event of Default would arise as a result of an increase to the Credit Limit as a result of the exercise of any such Accordion Notice; and (ii) shall be required effective until (i) the Borrowers have brought down the representations and warranties set forth in Section 10.1 hereof pursuant to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, an officer certificate addressed to the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as duly executed by senior officers of the Accordion Effective Date without Borrowers and (ii) if required by the requirement for any further documentationAdministrative Agent, consents or other action by or on behalf of such Person. On and after the Accordion Effective Dateacting reasonably, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, Obligor shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation have executed and delivered to the Administrative Agent a confirmation of its Secured Obligations, in connection with form and substance acceptable to the Lenders, acting reasonably, under each Credit Document to which it is a party and acknowledging and confirming that the relevant Accordion Notice. This agreement shall, Lender benefits from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effectsuch Credit Documents.”

Accordion Feature. (a) The Subject to Section 2.5(b), the Borrower may, at any time following the HY Effective Date, give by notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the RT amount of the Individual Commitments with respect to the Credit Limit Facility be increased on a one-time basis by an aggregate amount of up to $25,000,000 pursuant to such Accordion Notice 50,000,000 (such increase, the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: (i) the aggregate amount of for all Accordion Notices) specifying the Lenders and/or proposed Accordion Increase in new Lenders that have agreed to accept Individual Commitments with respect of to the RT Facility (which shall be in compliance with the first sentence of this Section 2.6(a)), (ii) each existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Credit Facility in the aggregate amount of the such requested Accordion Increase (each, an “Accordion Lender” and, collectivelyincrease. For certainty, the “aggregate Individual Commitments under the Credit Facility shall not exceed at any particular time $350,000,000 and each Lender shall, at its sole option, be entitled to share in the increase in the Credit Facility in accordance with their respective Pro Rata Shares. Within 15 Banking Days of the receipt by the Administrative Agent of an Accordion Notice requesting participation by the Lenders”, each Lender shall advise the Administrative Agent as to whether or not it intends to participate in such increase of the Credit Facility. If such advice is not received from a Lender within such 15 Banking Day period, then such Lender will be deemed not to have agreed to participate in the increase. (b) and Each Accordion Notice shall specify (iiii) each the relevant Accordion Lender(s) that has agreed to increase its respective Individual Commitments or accept initial Individual Commitments, as the case may be, in respect of the Credit Facility, (ii) such Accordion Lender’s proposed commitment additional Individual Commitment, in respect the case of an Accordion Lender that is already a Lender or Individual Commitment, in the requested case of an Accordion Increase Lender that is not yet a Lender (each, an “Individual Accordion Commitment”), and (iii) the requested amount of the proposed Accordion Increase (which amount shall be in compliance with Section 2.5(a)). For certainty, no Lender shall in any way be obligated If all Lenders agree to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice increase in the Credit Facility, the Individual Commitment of each Lender shall be accompanied by evidence, satisfactory increased in accordance with their Pro Rata Share. (c) Each Accordion Lender that is an existing Lender shall send a confirming letter to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its an Individual Commitment with respect to the RT Credit Facility in an and setting out the amount equal to its Individual Accordion Commitmentof that commitment. The increase in such establishment of that Accordion Lender’s Individual Commitment with respect to the RT Credit Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d2.5(f), become effective on take place with effect from the Accordion Effective Date. Effective as second Banking Day following the date of the delivery of such notice to the Administrative Agent. Upon the establishment of that Accordion Effective Date: (i) Lender’s Individual Commitment with respect to the Credit Facility, Schedule A hereto shall be automatically deemed to be amended to increase evidence the Individual Commitment with respect to the Credit Facility of that Accordion Lender by the amount of such increase. (d) Any Accordion Lender that is not an existing Lender must be acceptable to the Administrative Agent and each Issuing Lender acting in its sole discretion exercised reasonably. Upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrower and an Accordion Lender that is so acceptable to the Administrative Agent and the Issuing Lenders, the Administrative Agent and the Issuing Lenders shall promptly execute and deliver such Accordion Agreement whereupon this Agreement and each other Finance Document shall, subject to Section 2.5(f), henceforth be read and construed as if such Accordion Lender were party to this Agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Lender has agreed to accept and all references to any Lenders in any Finance Document shall (to the extent the context so admits) be construed accordingly. Subsequent thereto, Schedule A hereto shall be deemed to be amended to add the Individual Commitment of such Accordion Lender. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with respect full power of substitution and delegation, to the RT Facility complete and execute on its behalf each Accordion Agreement relating to each Accordion Lender. Each Lender agrees that it will be bound by the amount terms of its Individual each such Accordion Commitment, Agreement so completed and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased executed by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such PersonsAgent. (ce) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans Credit Facility arising pursuant to Section 2.5(c) and (d). (f) No increase in accordance with each relevant Lender’s Pro Rata Shareor establishment of, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Credit Facility shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender shall be required to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as of the Accordion Effective Date without the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effectoutstanding.”

Accordion Feature. (a) The Borrower may, at any time following the HY Effective Date, give by notice in writing to the Administrative Agent as provided in this Section 2.6 (the an “Accordion Notice”), requesting from time to time request that the RT amount of the Individual Commitments with respect to the Credit Limit Facility be increased on a one-time basis by an aggregate amount of up to $25,000,000 pursuant to such Accordion Notice US$250,000,000 (such increase, the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: (i) the aggregate amount of for all Accordion Notices) specifying the Lenders and/or proposed Accordion Increase in new Lenders that have agreed to accept Individual Commitments with respect of to the RT Facility (which shall be in compliance with the first sentence of this Section 2.6(a)), (ii) each existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Credit Facility in the aggregate amount of the such requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”)increase. For certainty, no Lender the aggregate Individual Commitments under the Credit Facility shall in not exceed at any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increaseparticular time US$1,000,000,000. (b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion that is an existing Lender specified in the Accordion Notice shall execute and deliver send a confirming letter to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its an Individual Commitment with respect to the RT Credit Facility in an and setting out the amount equal to its Individual Accordion Commitmentof that commitment. The increase in such establishment of that Accordion Lender’s Individual Commitment with respect to the RT Credit Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d2.5(e), become effective on take place with effect from the Accordion Effective Date. Effective as second Banking Day following the date of the delivery of such notice to the Administrative Agent. Upon the establishment of that Accordion Effective Date: (i) Lender’s Individual Commitment with respect to the Credit Facility, Schedule A hereto shall be automatically deemed to be amended to increase evidence the Individual Commitment with respect to the Credit Facility of that Accordion Lender by the amount of such increase. (c) Any Accordion Lender that is not an existing Lender must be acceptable to the Administrative Agent acting in its sole discretion exercised reasonably. Upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrower and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this Agreement and each other Finance Document shall, subject to Section 2.5(e), henceforth be read and construed as if such Accordion Lender were party to this Agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Lender has agreed to accept and all references to any Lenders in any Finance Document shall (to the extent the context so admits) be construed accordingly. Subsequent thereto, Schedule A hereto shall be deemed to be amended to add the Individual Commitment of such Accordion Lender. Each Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with respect full power of substitution and delegation, to the RT Facility complete and execute on its behalf each Accordion Agreement relating to each Accordion Lender. Each Lender agrees that it will be bound by the amount terms of its Individual each such Accordion Commitment, Agreement so completed and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased executed by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such PersonsAgent. (cd) The Administrative Agent shall promptly notify the Borrower and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect to the Accordion Increase requested in the Accordion Notice pursuant to this Section 2.6. Notwithstanding the provisions of Section 3.2 with respect to the funding of Loans Credit Facility arising pursuant to Section 2.5(b) and (c). (e) No increase in accordance with each relevant Lender’s Pro Rata Shareor establishment of, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant Lenders or the outstanding credit under the RT Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each Lender coincides with such Lender’s Pro Rata Share of the aggregate amount of credit extended under the RT Facility by all of the relevant Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any Lender under the RT Facility exceeding such Lender’s Individual Commitment with respect to the RT Facility (after giving effect to the Accordion Increase). (d) Notwithstanding any other provision of this Section 2.6, no increase in the amount of the RT Credit Facility shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender shall be required to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as of the Accordion Effective Date without the requirement for any further documentation, consents or other action by or on behalf of such Person. On and after the Accordion Effective Date, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation executed and delivered in connection with the Accordion Notice. This agreement shall, from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effectoutstanding.”

Accordion Feature. (a) The Any Borrower may, at any time following the HY Effective Date, give by prior notice in writing to the Administrative Agent as provided in this Section 2.6 (the “an "Accordion Notice”"), requesting from time to time request that the RT Credit Limit amount of the RCF Facility be increased on a one-time basis by an amount of up to $25,000,000 pursuant 100,000,000 (ie: to such Accordion Notice (such increase, the “Accordion Increase”a maximum RCF Credit Limit of $800,000,000). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: specify (i) the aggregate amount of the proposed Accordion Increase increase in respect of the RT RCF Facility (which shall be in compliance with the first sentence of this Section 2.6(a)), ; (ii) each existing Lender the RCF Lenders and/or, subject to Section 2.6(b), proposed new RCF Lenders that are being requested by the Borrower to increase its Individual Commitment in Commitments with respect of to the RT RCF Facility in the aggregate amount of the such proposed requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) increase; and (iii) each any fees offered to the Accordion Lenders, which fees may be variable based upon the amount by which any such Accordion Lender’s proposed commitment Lender is willing to increase the principal amount of its commitment. Prior to soliciting any new potential RCF Lenders which are not a party to this Agreement, the relevant Borrower shall first offer participation in respect the accordion upsize to existing RCF Lenders and, if such RCF Lenders do not accept and take up the entirety of the requested Accordion Increase (eachaccordion upsize, an “Individual Accordion Commitment”). For certainty, no Lender the balance shall in any way then be obligated offered to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increaseexisting TL Lenders. (b) Promptly following receipt The Administrative Agent shall promptly send a copy of the Accordion Notice to each RCF Lender. Each of the existing RCF Lenders shall be given the opportunity to increase their respective Individual Commitments with respect to the RCF Facility pursuant to Section 2.6(a)an Accordion Notice prior to any solicitation by the Borrowers for an initial Individual Commitment from a Person that is not an existing RCF Lender. If all RCF Lenders agree to participate in the increase in the RCF Facility, the Administrative Agent Individual Commitment of each RCF Lender with respect to the RCF Facility shall deliver be increased in accordance with their Pro Rata Share. For certainty, a copy new RCF Lender may only be proposed by the Borrower to participate in a proposed increase to the RCF Facility if the full amount of same the proposed increase pursuant to each the subject Accordion Lender specified therein. Notice is not completely acquired by Accordion Lenders that are already, in the first instance, RCF Lenders or, in the second instance, TL Lenders. (c) Upon receipt of the an Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice that is an existing RCF Lender shall execute and deliver send a confirming letter to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that advising whether or not it has agreed to increase its Individual Commitment with respect to the RT RCF Facility in an amount equal to its Individual Accordion Commitmentand setting out the amounts of that increase. The increase in such that Accordion Lender’s 's Individual Commitment with respect to the RT RCF Facility shall, subject to Sections 2.6(b) and (f), take place with effect from the Accordion Effective Date. Upon the Accordion Effective Date any such increase of that Accordion Lender's Individual Commitment with respect to the RCF Facility, Schedule A hereto shall be deemed to be amended to increase the Individual Commitment of that Accordion Lender with respect to the RCF Facility by the amount of such increase. For certainty, RCF Lenders may decline, in their sole discretion, to increase their Individual Commitments with respect to the RCF Facility in connection with an Accordion Notice and increases of the Individual Commitments of the existing RCF Lenders with respect to the RCF Facility pursuant to this Section 2.6 need not be effected on a pro rata basis. (d) Any Accordion Lender with respect to the RCF Facility that is not an existing RCF Lender (or an TL Lender) must be acceptable to the Administrative Agent and the corresponding increase Issuing Lenders acting in their discretion exercised reasonably. Upon delivery to the RT Administrative Agent of an Accordion Agreement executed by the Borrowers and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this agreement and each other Credit Limit Document shall, subject to Section 2.6(d)2.6(f) and on and from such date as the parties thereto may agree, become effective on be read and construed as if such Accordion Lender were party to this agreement as a RCF Lender having all of the rights and obligations of a RCF Lender expressed herein with respect to the Individual Commitment with respect to the RCF Facility that the Accordion Effective DateLender has agreed to accept and all references to any RCF Lender in any Credit Document shall (to the extent the context so admits) be construed accordingly. Effective as of the Accordion Effective Date: (i) Consequent thereto, Schedule A hereto shall be automatically deemed to be amended to increase add the Individual Commitment of such Accordion Lender with respect to the RT Facility RCF Facility. Each RCF Lender irrevocably appoints, authorizes and directs the Administrative Agent, as its attorney and agent, with full power of substitution and delegation, to complete and execute on its behalf an Accordion Agreement with each Accordion Lender. Each RCF Lender agrees that it will be bound by the amount terms of its Individual each such Accordion Commitment, Agreement so completed and (ii) any reference to “RT Credit Limit” shall be interpreted and construed as a reference to the RT Credit Limit as increased executed by the amount of the Accordion Increase. Such amendments shall be binding upon the Borrower, the Administrative Agent and all Lenders without the requirement for any further documentation, consents or other action by or on behalf of such PersonsAgent. (ce) The Administrative Agent shall promptly notify the Borrower Borrowers and the Lenders of the increased Individual Commitments and the increased RT Credit Limit after giving effect with respect to the Accordion Increase requested in the Accordion Notice RCF Facility arising pursuant to this Section 2.62.6(c) and/or 2.6(d). Notwithstanding the provisions of Section 3.2 any other provision hereof with respect to the funding of Loans in accordance with each relevant Lender’s 's Pro Rata Share, the Administrative Agent shall be entitled to reallocate the funding or reimbursement obligations among the relevant RCF Lenders or the outstanding credit under the RT RCF Facility (any such reallocation of outstanding credit to be effected by way of participations) in order to ensure, to the greatest extent practicable, that after such increase the aggregate amount of credit extended hereunder by each RCF Lender coincides with such Lender’s Xxxxxx's Pro Rata Share of the aggregate amount of credit extended under the RT RCF Facility by all of the relevant RCF Lenders, provided that no such allocation shall result in the aggregate amount of credit extended hereunder by any RCF Lender under the RT Facility exceeding such RCF Lender’s 's Individual Commitment with respect to the RT Facility (after giving effect RCF Facility. The Administrative Agent may exercise the timing of its discretion to reallocate as aforesaid so as to minimize or eliminate the Accordion Increase)requirement to break a Term SOFR Rate contract or incur breakage fees in respect of any outstanding Term Benchmark Loan. (df) Notwithstanding any other provision of this Section 2.6, no No increase in the amount of the RT RCF Facility pursuant to an Accordion Notice: (i) shall be permitted at any time that a Default or Event of Default has occurred and is continuing and no Lender or if any Default or Event of Default would arise as a result of an increase to the Credit Limit as a result of the exercise of any such Accordion Notice; and (ii) shall be required effective until (i) the Post-Closing Undertaking has been satisfied, (ii) the Borrowers have brought down the representations and warranties set forth in Section 10.1 hereof pursuant to increase its Individual Commitment under the RT Facility without its specific consent (which consent may be arbitrarily withheld). Each of the Borrower, an officer certificate addressed to the Administrative Agent and the Lenders hereby agrees that the amendments specified in Section 2.6(b) will be made to give effect to the Accordion Increase requested in the Accordion Notice and will become effective as duly executed by senior officers of the Accordion Effective Date without Borrowers and (ii) if required by the requirement for any further documentationAdministrative Agent, consents or other action by or on behalf of such Person. On and after the Accordion Effective Dateacting reasonably, each reference in this agreement to “this agreement”, “hereunder”, “hereof”, or words of like import referring to this agreement, and each reference in any related document to the “Credit Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Credit Agreement, Obligor shall mean and be a reference to this agreement as amended by this Section 2.6(d) and as supplemented by any Accordion Confirmation have executed and delivered to the Administrative Agent a confirmation of its Secured Obligations, in connection with form and substance acceptable to the Lenders, acting reasonably, under each Credit Document to which it is a party and acknowledging and confirming that the relevant Accordion Notice. This agreement shall, Lender benefits from and after the Accordion Effective Date, as amended by this Section 2.6(d), be and continue to be in full force and effectsuch Credit Documents.”