Common use of Additional Revolving Commitments Clause in Contracts

Additional Revolving Commitments. On the Amendment and Restatement Effective Date, (i) the Revolving Commitment of each Additional Revolving Lender that has an Existing Revolving Commitment shall be automatically and without further action increased by an amount equal to such Additional Revolving Lender’s Additional Revolving Commitment and (ii) each Additional Revolving Lender that does not have an Existing Revolving Commitment shall automatically and without further action provide a new Revolving Commitment in an amount equal to such Revolving Lender’s Additional Revolving Commitment. To the extent any Revolving Loans are outstanding on the Amendment and Restatement Effective Date, such Revolving Loans shall be prepaid immediately prior to giving effect to the increase in Revolving Commitments on the Amendment and Restatement Effective Date and reborrowed as ABR Loans immediately after giving effect to the increase in Revolving Commitments on the Amendment and Restatement Effective Date, so that such Revolving Loans are held pro rata by the Revolving Lenders after giving effect to such increase. For the avoidance of doubt, such repayment and borrowing of Revolving Loans pursuant to this Section 3.2 shall be subject to Section 2.21, but shall not be subject to the notice and other requirements of Sections 2.5 and 2.11 of the Amended and Restated Credit Agreement.

Additional Revolving Commitments. On (a) Subject to the terms and conditions set forth herein, on the Amendment and Restatement Effective Date, (i) each Additional Commitment Lender shall become or continue to be, as applicable, a “Revolving Lender” and a “Lender” under the Credit Agreement, and shall have all the rights and obligations of a Lender holding a Revolving Commitment thereunder, and (ii) the Revolving Commitment of each Revolving Lender, including each Additional Commitment Lender, will be the amount of such commitment set forth with respect to such Revolving Lender on Schedule 2.01 hereto. The Additional Revolving Lender that has an Existing Commitments and the Revolving Commitment Loans and other extensions of credit made thereunder shall have the terms applicable to the Revolving Commitments in effect prior to the Amendment Effective Date and the Revolving Loans and other extensions of credit made thereunder (including with respect to the Applicable Rate), and the Revolving Commitments, including the Additional Revolving Commitments, of the Lenders shall be automatically several and without further action increased by an amount equal to such Additional not joint and no Revolving Lender will be responsible for any other Revolving Lender’s Additional Revolving Commitment and (ii) each Additional Revolving Lender that does not have an Existing Revolving Commitment shall automatically and without further action provide a new Revolving Commitment in an amount equal failure to such Revolving Lender’s Additional Revolving Commitment. To the extent any make Revolving Loans are outstanding on under the Credit Agreement. On the Amendment and Restatement Effective Date, such Revolving Loans Schedule 2.01 to the Credit Agreement shall be prepaid immediately prior to giving effect to replaced with Schedule 2.01 hereto, which reflects the increase in Revolving Commitments on the Amendment and Restatement Effective Date and reborrowed as ABR Loans immediately after giving effect to the increase in Revolving Commitments on the Amendment and Restatement Effective Date, so that such Revolving Loans are held pro rata by the of all Revolving Lenders after giving effect to such increasethe Additional Revolving Commitments. (b) On the Amendment Effective Date, each Revolving Lender, including each Additional Commitment Lender, will automatically and without further action be deemed to have acquired a participation in each Letter of Credit that is outstanding on the Amendment Effective Date in accordance with Section 2.05(d) of the Credit Agreement, and the previously outstanding participations of the Existing Lenders therein shall be adjusted, so that, after giving effect thereto, each Revolving Lender will have a participation in each outstanding Letter of Credit equal to its Applicable Percentage (after giving effect to the Additional Revolving Commitments) thereof. For Each Issuing Bank consents to the avoidance foregoing. (c) If there are any Revolving Loans outstanding immediately prior to the Amendment Effective Date (the “Existing Revolving Loans”) and the Applicable Percentage of doubtany Revolving Lender has changed as a result of the Additional Revolving Commitments becoming effective, such repayment Existing Revolving Loans shall be prepaid in full by the Borrower on the Amendment Effective Date, which prepayment shall be accompanied by accrued and unpaid fees and interest on the Revolving Loans being prepaid and, to the extent invoiced prior to the Amendment Effective Date, any funding losses payable as a result of such prepayment in accordance with Section 2.16 of the Credit Agreement. Such prepayment, if any, may be financed (subject to satisfaction of applicable borrowing conditions under Section 4.02 of the Credit Agreement) with the proceeds of Revolving Loans made on such date by the Revolving Lenders, including the Additional Commitment Lenders and may be effected by net cash payments among Revolving Lenders made through the Administrative Agent as the Administrative Agent may direct. The Administrative Agent hereby waives the requirement that the Borrower provide advance notice of any such prepayment pursuant to this Section 3.2 shall be subject to Section 2.21, but shall not be subject to the notice and other requirements of Sections 2.5 and 2.11 2.11(g) of the Amended and Restated Credit Agreement. (d) Each Additional Commitment Lender, by delivering its signature page to this Amendment, shall be deemed to have acknowledged receipt of, and consented to and approved, each Loan Document and each other document required to be delivered to, or be approved by or satisfactory to, the Administrative Agent or any Class of Lenders on or prior to the Amendment Effective Date. The Administrative Agent, the Swingline Lender and each Issuing Bank hereby consents to this Amendment and confirms that each Additional Commitment Lender, if any, that is not an Existing Lender, is acceptable to it.

Additional Revolving Commitments. On the Amendment and Restatement Effective DateDate upon effectiveness of the amendments set forth in Article 2, (i) the Revolving Commitment of each Additional Revolving Lender that has an Existing Revolving Commitment shall be automatically and without further action increased by an amount equal to such Additional Revolving Lender’s Additional Revolving Commitment and (ii) each Additional Revolving Lender that does not have an Existing Revolving Commitment shall automatically and without further action provide be deemed to be a party to, and a Revolving Lender under, the Amended and Restated Credit Agreement with a new Revolving Commitment in an amount equal to such Revolving Lender’s Additional Revolving Commitment. To the extent any Revolving Loans are outstanding on the Amendment and Restatement Effective Date, such Revolving Loans shall be prepaid immediately prior to giving effect to the increase in Revolving Commitments on the Amendment and Restatement Effective Date and reborrowed as ABR Loans immediately Immediately after giving effect to the increase in the Revolving Commitments on the Amendment Effective Date (as contemplated by the immediately preceding sentence), the Revolving Commitments of each Lender whose Revolving Commitments exceed the amount set forth opposite its name on Schedule 3.4 (each, an “Assigning Lender”) shall be automatically assigned to Lenders whose Revolving Commitments are less than the amount set forth opposite their names on Schedule 3.4 (each, an “Assuming Lender”) and Restatement Effective Dateeach Assuming Lender shall automatically have assumed Revolving Commitments from the Assigning Lenders, in each case, in an amount sufficient so that such Revolving Loans are held pro rata by the Revolving Lenders after giving effect to such increase. For the avoidance Commitments of doubt, such repayment and borrowing of Revolving Loans pursuant to this Section 3.2 shall be subject to Section 2.21, but shall not be subject each Lender is equal to the notice and other requirements of Sections 2.5 and 2.11 of the Amended and Restated Credit Agreementamount set forth opposite its name on Schedule 3.4.