Common use of Additional Commitment Clause in Contracts

Additional Commitment. (a) Subject to the terms and conditions set forth herein, the Borrower may at any time or from time to time during the term of this Agreement, request to add one or more additional revolving credit commitments (each, an "Additional Commitment") provided that (a) immediately prior to and after giving effect to such Additional Commitment (and the making of any loans pursuant thereto), (i) no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and (ii) the Loan Parties shall be in pro forma compliance (including giving pro forma effect to such Additional Commitment and the making of any loans pursuant thereto) with the covenant contained in Section 8.2.14 [Maximum Consolidated Leverage Ratio], (b) the Borrower shall deliver to the Administrative Agent prior to the closing of such Additional Commitment a Compliance Certificate as of the date of the closing of such Additional Commitment, such Compliance Certificate to give effect to such Additional Commitment to be obtained pursuant to this Section 2.10, (c) any Additional Commitment shall rank pari passu in right of payment and right of security in respect of the collateral (if any) with the Revolving Credit Loans, and (d) the Additional Commitments shall be in a minimum amount of $25,000,000 and shall not exceed in the aggregate for all Additional Commitments $100,000,000. Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide the Additional Commitment shall be reasonably satisfactory to the Borrower and, to the extent the Administrative Agent’s consent would be required under Section 11.8 [Successors and Assigns] for an assignment of Revolving Credit Commitments, as applicable, the Administrative Agent (any such bank, financial institution, existing Lender or other Person is an "Additional Lender") and shall become a Lender under this Agreement pursuant to an amendment (the "Incremental Facility Amendment") to this Agreement, giving effect to the modifications permitted by this Section 2.10, and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Commitment shall become Commitments under this Agreement after giving effect to such Incremental Facility Amendment. Subject to the provisions of Section 11.1 [Modifications, Amendments and Waivers] requiring all Lender approval, the Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.10, and shall be, to the extent not consistent with the then-existing Loan Documents, reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the "Incremental Facility Closing Date") of each of the applicable conditions (as reasonably determined by the Administrative Agent) set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] (it being understood that all references to the Closing Date in such Section 7.1.1(ii) [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date and (y) with respect to any Additional Commitment to finance a Permitted Acquisition, the conditions set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] may be waived by the Lenders holding a majority in principal amount of the Additional Commitment without the consent of any other Lender, provided that the accuracy of the Specified Representations may not be waived without the consent of the Required Lenders), and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.10, no existing Lender shall be obligated to provide Additional Commitments.

Additional Commitment. (ai) Subject to the terms and conditions set forth herein, the Borrower may at any time or from time to time time, but not more often than two (2) times during the term of this Agreement, request to add one or more an additional revolving credit commitments commitment (each, an "the “Additional Commitment"”) provided that (a) immediately prior to and after giving effect to such Additional Commitment (and the making of any loans pursuant thereto), (i) no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and (ii) the Loan Parties shall be in pro forma compliance (including giving pro forma effect to such Additional Commitment and the making of any loans pursuant thereto) with the covenant contained in Section 8.2.14 [Maximum Consolidated Leverage Ratio], (b) the Borrower shall deliver to the Administrative Agent prior to the closing of such Additional Commitment a Compliance Certificate as of the date of the closing of such Additional Commitment, such Compliance Certificate to give effect to such Additional Commitment to be obtained pursuant to this Section 2.10, (c) any Additional Commitment shall rank pari passu in right of payment and right of security in respect of the collateral (if any) with the Revolving Credit Loans, and (d) the Additional Commitments shall be in a minimum amount of $25,000,000 and shall not exceed in the aggregate for all Additional Commitments Two Hundred Million and 00/100 Dollars ($100,000,000200,000,000.00). Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide the Additional Commitment shall be reasonably satisfactory to the Borrower and, to the extent the Administrative Agent’s consent would be required under Section 11.8 [Successors and Assigns] for an assignment of Revolving Credit Commitments, as applicable, the Administrative Agent (any such bank, financial institution, existing Lender or other Person is an "“Additional Lender"”) and shall become a Lender under this Agreement pursuant to an amendment (the "Incremental Facility “Additional Commitment Amendment"”) to this Agreement, giving effect to the modifications permitted by this Section 2.103.3 [Additional Commitment], and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Commitment shall become Commitments under this Agreement after giving effect to such Incremental Facility Additional Commitment Amendment. Subject to the provisions of Section 11.1 [Modifications, Amendments and Waivers] requiring all Lender approval, the Incremental Facility The Additional Commitment Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.103.3 [Additional Commitment], and shall be, to the extent not consistent with the then-existing Loan Documents, reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Facility Additional Commitment Amendment shall be subject to the satisfaction on the date thereof (the "Incremental Facility “Additional Commitment Closing Date"”) of each of the applicable conditions (as reasonably determined by the Administrative Agent) set forth in Sections 7.1.1(ii) and Section 7.2 [Conditions of Lending and Issuance of Letters Each Additional Loan or Letter of Credit] (it being understood that all references to the Closing Date in such Section 7.1.1(ii) [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date and (y) with respect to any Additional Commitment to finance a Permitted Acquisition, the conditions set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] may be waived by the Lenders holding a majority in principal amount of the Additional Commitment without the consent of any other Lender, provided that the accuracy of the Specified Representations may not be waived without the consent of the Required Lenders)], and except as otherwise specified in the Incremental Facility Additional Commitment Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and secretary’s certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Sections 7.1.1(ii) and 7.2 Article 7 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.103.3 [Additional Commitment], no existing Lender shall be obligated to provide Additional Commitments.

Additional Commitment. (ai) Subject to the terms and conditions set forth herein, the Borrower may at any time or from time to time during the term of this Agreement, request to add one or more additional term loan commitments (each, an “Additional Term Loan Commitment”) and/or one or more additional revolving credit commitments (each, an "“Additional Revolving Credit Commitment”, and collectively with the Additional Term Loan Commitment, the “Additional Commitment"”) provided that (a) immediately prior to and after giving effect to such Additional Commitment (and the making of any loans pursuant thereto), (i) no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and (ii) the Loan Parties shall be in pro forma compliance (including giving pro forma effect to such Additional Commitment and the making of any loans pursuant thereto) with the covenant contained in Section 8.2.14 [Maximum Consolidated Leverage Ratio], (b) the Borrower shall deliver to the Administrative Agent prior to the closing of such Additional Commitment a Compliance Certificate as of the date of the closing of such Additional Commitment, such Compliance Certificate to give effect to such Additional Commitment to be obtained pursuant to this Section 2.10, (c) any Additional Term Loan Commitment and Additional Revolving Credit Commitment shall rank pari passu in right of payment and right of security in respect of the collateral (if any) with the Term Loans and the Revolving Credit Loans, and (d) the Additional Term Loan Commitments and the Additional Revolving Credit Commitments shall be in a minimum amount of $25,000,000 and shall not exceed in the aggregate for all Additional Term Loan Commitments and Additional Revolving Credit Commitments $100,000,00075,000,000 and (e) other than amortization or maturity date, the loans to be made pursuant to the Additional Term Loan Commitment shall have the same terms as the Term Loan (the “Existing Term Loan”) existing immediately prior to the effectiveness of such Additional Term Loan Commitment (except as otherwise agreed by the Administrative Agent and any existing Lenders agreeing to provide, and additional lending institutions agreeing to provide, a commitment in respect of such Additional Term Loan Commitment, provided that any such agreement shall affect solely the terms of such Additional Term Loan Commitment and not any other Loan or Commitments (or any other Lender) unless this Agreement has been amended in accordance with Section 11.1 [Modifications, Amendments or Waivers] without reference to this Section 2.10); provided that, without the prior written consent of the Required Lenders, the Additional Term Loan Commitment shall not have (a) a maturity date earlier than the Maturity Date or (b) a weighted average life that is shorter than that of the then-remaining weighted average life of the Existing Term Loans (as originally in effect prior to any amortization or prepayments thereto). Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide the Additional Commitment shall be reasonably satisfactory to the Borrower and, to the extent the Administrative Agent’s consent would be required under Section 11.8 [Successors and Assigns] for an assignment of Term Loans or Revolving Credit Commitments, as applicable, the Administrative Agent (any such bank, financial institution, existing Lender or other Person is an "“Additional Lender"”) and shall become a Lender under this Agreement pursuant to an amendment (the "“Incremental Facility Amendment"”) to this Agreement, giving effect to the modifications permitted by this Section 2.10, and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Commitment shall become Commitments under this Agreement after giving effect to such Incremental Facility Amendment. Subject to the provisions of Section 11.1 [Modifications, Amendments and Waivers] requiring all Lender approval, the Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.10, and shall be, to the extent not consistent with the then-existing Loan Documents, reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the "“Incremental Facility Closing Date"”) of each of the applicable conditions (as reasonably determined by the Administrative Agent) set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] (it being understood that all references to the Closing Date in such Section 7.1.1(ii) [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date and (y) with respect to any Additional Commitment to finance a Permitted Acquisition, the conditions set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] may be waived by the Lenders holding a majority in principal amount of the Additional Commitment without the consent of any other Lender, provided that the accuracy of the Specified Representations may not be waived without the consent of the Required Lenders), and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.10, no existing Lender shall be obligated to provide Additional Commitments.

Additional Commitment. (ai) Subject to the terms and conditions set forth herein, the Borrower may at any time or from time to time time, but not more often than two (2) times during the term of this Agreement, request to add one or more an additional term loan commitment (the “Additional Term Loan Commitment”) and/or an additional revolving credit commitments commitment (eachthe “Additional Revolving Credit Commitment”, an "and collectively with the Additional Term Loan Commitment, the “Additional Commitment"”) provided that (a) immediately prior to and after giving effect to such Additional Commitment (and the making of any loans pursuant thereto), (i) no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and (ii) the Loan Parties shall be in pro forma compliance (including giving pro forma effect to such Additional Commitment and the making of any loans pursuant thereto) with the covenant contained in Section 8.2.14 [Maximum Consolidated Leverage Ratio], therefrom; (b) the Borrower shall deliver to Additional Term Loan Commitments and the Administrative Agent prior to the closing of such Additional Commitment a Compliance Certificate as of the date of the closing of such Additional Commitment, such Compliance Certificate to give effect to such Additional Commitment to be obtained pursuant to this Section 2.10, (c) any Additional Commitment shall rank pari passu in right of payment and right of security in respect of the collateral (if any) with the Revolving Credit Loans, and (d) the Additional Commitments shall be in a minimum amount of $25,000,000 and shall not exceed in the aggregate One Hundred Million and 00/100 Dollars ($100,000,000.00), (c) the Term Loans made pursuant to any Additional Term Loan Commitment (the “Additional Term Loans”) will amortize so that (i) on each Payment Date on and after any Incremental Facility Closing Date (as herein defined) through and including the first Business Day of April, 2014, 2.5% of the aggregate principal amount of such Additional Term Loans will be due and payable, (ii) beginning on the first Business Day of July, 2014 and through and including the first Business Day of April, 2016, 6.67% of the aggregate principal amount of such Additional Term Loans will be due and payable, and (iii) a final payment of the remaining principal balance of such Additional Term Loans will be due and payable on the Expiration Date; for all the avoidance of doubt, the amortization payments due with respect to any Additional Term Loans are in addition to the amortization payments due pursuant to Section 3.2 [Nature of Lenders’ Obligations with Respect to Term Loans; Repayment Terms], and (d) other than amortization as set forth in the preceding clause (c), the loans to be made pursuant to the Additional Term Loan Commitment shall have the same terms as the Term Loan existing immediately prior to the effectiveness of such Additional Term Loan Commitment (except as otherwise agreed by the Administrative Agent and any existing Lenders agreeing to provide, and additional lending institutions agreeing to provide, a commitment in respect of such Additional Term Loan Commitment, provided that any such agreement shall affect solely the terms of such Additional Term Loan Commitment and not any other Loan or Commitments $100,000,000(or any other Lender) unless this Agreement has been amended in accordance with Section 11.1 [Modifications, Amendments or Waivers] without reference to this Section 3.3 [Additional Commitment]). Any request for an Additional Term Loan Commitment and an Additional Revolving Credit Commitment made on the same date shall constitute one (1) request of the two (2) requests permitted under this Section. Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide the Additional Commitment shall be reasonably satisfactory to the Borrower and, to the extent the Administrative Agent’s consent would be required under Section 11.8 [Successors and Assigns] for an assignment of Revolving Credit Commitments, as applicable, the Administrative Agent (any such bank, financial institution, existing Lender or other Person is an "“Additional Lender"”) and shall become a Lender under this Agreement pursuant to an amendment (the "“Incremental Facility Amendment"”) to this Agreement, giving effect to the modifications permitted by this Section 2.103.3 [Additional Commitment], and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Commitment shall become Commitments under this Agreement after giving effect to such Incremental Facility Amendment. Subject to the provisions of Section 11.1 [Modifications, Amendments and Waivers] requiring all Lender approval, the The Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.103.3 [Additional Commitment], and shall be, to the extent not consistent with the then-existing Loan Documents, reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the "“Incremental Facility Closing Date"”) of each of the applicable conditions (as reasonably determined by the Administrative Agent) set forth in Sections 7.1.1(ii) and Section 7.2 [Conditions of Lending and Issuance of Letters Each Additional Loan or Letter of Credit] (it being understood that all references to the Closing Date in such Section 7.1.1(ii) [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date and (y) with respect to any Additional Commitment to finance a Permitted Acquisition, the conditions set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] may be waived by the Lenders holding a majority in principal amount of the Additional Commitment without the consent of any other Lender, provided that the accuracy of the Specified Representations may not be waived without the consent of the Required Lenders)], and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and secretary’s certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Sections 7.1.1(ii) and 7.2 Article 7 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.103.3 [Additional Commitment], no existing Lender shall be obligated to provide Additional Commitments.

Additional Commitment. (a) Subject In the event that the Borrower shall have received additional Subscription Agreements with Capital Commitments from Included Investors subsequent to the terms and conditions set forth hereinClosing Date, the Borrower may at any shall have the one time or from time right to time during request that the term of this Agreement, request to add one or more Agent obtain additional revolving credit commitments Commitments (each, an the "Additional Commitment") provided so that the Commitments aggregate an amount equal to Two Hundred Fifty Million Dollars (a$250,000,000) immediately prior to and after (the "Target Facility Amount"), which re quest shall be made by the Borrower giving effect to such written notice (the "Additional Commitment (and the making of any loans pursuant thereto), (iNotice") no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and (ii) the Loan Parties shall be in pro forma compliance (including giving pro forma effect to such Additional Commitment and the making of any loans pursuant thereto) with the covenant contained in Section 8.2.14 [Maximum Consolidated Leverage Ratio], (b) the Borrower shall deliver to the Administrative Agent prior to the closing of date which is ninety (90) days after the Closing Date setting forth such Additional Commitment a Compliance Certificate details with respect thereto as are reasonably requested by the Agent. Upon such request, the Agent shall use its best efforts, with the assistance of the Borrower, to arrange a syndicate of Lenders with Commitments (including the initial Commitment), aggregating the Target Facility Amount on or before the date of the closing of such Additional Commitment, such Compliance Certificate to give effect to such Additional Commitment to be obtained pursuant to this Section 2.10, (c) any Additional Commitment shall rank pari passu in right of payment and right of security in respect of the collateral (if any) with the Revolving Credit Loans, and (d) the Additional Commitments shall be in a minimum amount of $25,000,000 and shall not exceed in the aggregate for all Additional Commitments $100,000,000. Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide which is 120 days after the Additional Commitment Notice was received by the Agent. If any Lender shall be reasonably satisfactory not accept such additional amount with in ten (10) days after receipt of an offer from the Agent therefor, prior to commencing syndication, the Agent shall submit a list of proposed bank syndicate members to the Borrower andfor its review and approval, to which approval shall not be unreasonably withheld or delayed. From and after the extent the Administrative Agent’s consent would be required under Section 11.8 [Successors and Assigns] for an assignment of Revolving Credit Commitments, as applicableSyndication Expiration Date, the Administrative Agent (shall have no further obligation to syndicate the Facility or to obtain or accept any such bankadditional Commitments. For purposes hereof, financial institution, existing Lender or other Person is an "Additional Lender") and shall become a Lender under this Agreement pursuant to an amendment (the "Incremental Facility Amendment") to this Agreement, giving effect to Syndication Expiration Date" means the modifications permitted by this Section 2.10, and, as appropriate, date which is 120 days after the other Loan Documents, executed Additional Commitment Notice was received by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect Notwithstanding the foregoing, during the period after the giving of the Additional Commitment shall become Commitments under this Agreement after giving effect to such Incremental Facility Amendment. Subject Notice and prior to the provisions of Section 11.1 [Modifications, Amendments and Waivers] requiring all Lender approvalSyndication Expiration Date, the Incremental Facility Amendment mayAgent shall have the right, without at the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the opinion of the Administrative Agent's option, to effect the provisions of this Section 2.10, and shall be, commit to the extent not consistent with the then-existing Loan Documents, reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the "Incremental Facility Closing Date") of each of the applicable conditions (as reasonably determined by the Administrative Agent) set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] (it being understood that all references to the Closing Date in such Section 7.1.1(ii) [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date and (y) with respect to any Additional Commitment to finance a Permitted Acquisition, the conditions set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] may be waived by the Lenders holding a majority in principal amount of make the Additional Commitment without available to the consent of any other LenderBorrower and each Qualified Borrower and, provided that if the accuracy of the Specified Representations may not be waived without the consent of the Required Lenders), and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of so elect to commit to making the Additional Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything available to the contrary in this Section 2.10Borrower and each Qualified Borrower, no existing Lender shall be obligated to provide Additional Commitmentsarrange a syndicate of Lenders with Commitments aggregating the Target Facility Amount.

Additional Commitment. (a) Subject to the terms and conditions set forth herein, the Borrower may at any time or from time to time time, but not more often than two (2) times during the term of this Agreement, request to add one or more an additional revolving credit commitments commitment (each, an the "Additional Commitment") provided that (a) immediately prior to and after giving effect to such Additional Commitment (and the making of any loans pursuant thereto), (i) no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and (ii) the Loan Parties shall be in pro forma compliance (including giving pro forma effect to such Additional Commitment and the making of any loans pursuant thereto) with the covenant contained in Section 8.2.14 [Maximum Consolidated Leverage Ratio], (b) the Borrower shall deliver to the Administrative Agent prior to the closing of such Additional Commitment a Compliance Certificate as of the date of the closing of such Additional Commitment, such Compliance Certificate to give effect to such Additional Commitment to be obtained pursuant to this Section 2.10, (c) any Additional Commitment shall rank pari passu in right of payment and right of security in respect of the collateral (if any) with the Revolving Credit Loans, and (d) the Additional Commitments shall be in a minimum amount of $25,000,000 and shall not exceed in the aggregate for all Additional Commitments Two Hundred Million and 00/100 Dollars ($100,000,000200,000,000.00). Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide the Additional Commitment shall be reasonably satisfactory to the Borrower and, to the extent the Administrative Agent’s consent would be required under Section 11.8 [Successors and Assigns] for an assignment of Revolving Credit Commitments, as applicable, the Administrative Agent (any such bank, financial institution, existing Lender or other Person is an "Additional Lender") and shall become a Lender under this Agreement pursuant to an amendment (the "Incremental Facility Additional Commitment Amendment") to this Agreement, giving effect to the modifications permitted by this Section 2.103.3 [Additional Commitment], and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Commitment shall become Commitments under this Agreement after giving effect to such Incremental Facility Additional Commitment Amendment. Subject to the provisions of Section 11.1 [Modifications, Amendments and Waivers] requiring all Lender approval, the Incremental Facility The Additional Commitment Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.103.3 [Additional Commitment], and shall be, to the extent not consistent with the then-existing Loan Documents, reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Facility Additional Commitment Amendment shall be subject to the satisfaction on the date thereof (the "Incremental Facility Additional Commitment Closing Date") of each of the applicable conditions (as reasonably determined by the Administrative Agent) set forth in Sections 7.1.1(ii) and Section 7.2 [Conditions of Lending and Issuance of Letters Each Additional Loan or Letter of Credit] (it being understood that all references to the Closing Date in such Section 7.1.1(ii) [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date and (y) with respect to any Additional Commitment to finance a Permitted Acquisition, the conditions set forth in Sections 7.1.1(ii) and 7.2 [Conditions of Lending and Issuance of Letters of Credit] may be waived by the Lenders holding a majority in principal amount of the Additional Commitment without the consent of any other Lender, provided that the accuracy of the Specified Representations may not be waived without the consent of the Required Lenders)], and except as otherwise specified in the Incremental Facility Additional Commitment Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and secretary’s certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Sections 7.1.1(ii) and 7.2 Article 7 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.103.3 [Additional Commitment], no existing Lender shall be obligated to provide Additional Commitments.