Common use of Adjustment of Revolver Commitments Clause in Contracts

Adjustment of Revolver Commitments. (a) The Company may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility (a “Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than four Revolver Commitment Adjustments may be made in any fiscal year, (ii) the written request for a Revolver Commitment Adjustment must be received by the Administrative Agent at least five (5) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20, and any decrease in the any Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilities, (v) the North American Minimum Requirement shall be met at such time, (vi) no Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, the aggregate Revolving Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consent. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Revolver Commitment Adjustment made by the Company. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company in writing that the requested Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company pursuant to clause (a)(viii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the Company, on or before 2:00 p.m. (Local Time), by e-mail, of the occurrence of the Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under each Subfacility and the percentage of each Revolving Loan that each participant must purchase a participation interest in as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Borrowers may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Facility Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four (4) Canadian Revolver Commitment Adjustments may be made in any fiscal yearFiscal Year (any such adjustment to be made within thirty (30) days of the delivery of the Compliance Certificate contemplated by Section 10.1.1(b) for the most recently ended Fiscal Quarter and a Borrowing Base Certificate contemplated by Section 8.1 for the most recently ended month), (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Facility Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Facility Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Facility Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other SubfacilitiesSection, (v) in no event shall the North American Minimum Requirement shall be met at Canadian Revolver Commitment plus the U.S. Revolver Commitment (in each case after giving effect to such timeproposed Canadian Revolver Commitment Adjustment) exceed the Maximum Facility Amount, (vi) in no event shall the Canadian Revolver Commitment (after giving effect to such proposed Canadian Revolver Commitment Adjustment) exceed fifty percent (50%) of the Commitments, (vii) the Maximum Canadian Facility Amount shall at no time exceed fifty percent (50%) of the Maximum Facility Amount, (viii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to exist, (ix) U.S. Availability after giving effect thereto shall equal or exceed twenty percent (20%) of the U.S. Borrowing Base Certificate delivered pursuant to clause (ii)Base, and (viiix) the Administrative Agent shall have received a certificate of the Company Loan Party Agent dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (A) the aggregate Revolving U.S. Revolver Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate then in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s effect Pro Rata Percentage under among the applicable Subfacility or Subfacilities of U.S. Lenders and (B) the amount aggregate Canadian Revolver Commitments then in effect Pro Rata among the Canadian Lenders. After giving effect to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood the Canadian Revolver Commitment of each Canadian Lender (and the percentage of each Canadian Revolving Loan that no Lender each Participant must purchase a Canadian Revolving Loan Participation in) shall be obligated equal to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Canadian Lender’s receipt (or Participant’s) Pro Rata Share of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consentthe amount of the Maximum Canadian Facility Amount. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyBorrowers. If the conditions set forth in clause 66 (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Agent in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Agent pursuant to clause (a)(viiia)(x) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Agent, on or before 2:00 p.m. (Local Time)3:00 p.m., by telecopier or e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, and the amount of the Revolving U.S. Revolver Commitment of each U.S. Lender available for use under and the amount of the Canadian Revolver Commitment of each Subfacility Canadian Lender (and the percentage of each Canadian Revolving Loan that each participant Participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Lead Borrower may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any the Canadian Subfacility (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Canadian Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four Canadian Revolver Commitment Adjustments may be made in any fiscal year, (ii) a Borrowing Base Certificate contemplated by Section 9.17(a) shall be concurrently delivered for the most recently ended month, (iii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five (5) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iiiiv) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (ivv) any increase in any the Canadian Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities the U.S. Subfacility pursuant to this Section 2.20, and any decrease in the any Canadian Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilities, (v) the North American Minimum Requirement shall be met at such timeU.S. Subfacility, (vi) in no event shall the Revolving Commitments exceed $1,000,000,000 (or such greater amount resulting from the provisions of Section 2.15), (vii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company Lead Borrower dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 10,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Canadian Revolving Commitments available for use under each the Canadian Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Canadian Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated) and (2) the aggregate U.S. Revolving Commitments available for use under the U.S. Subfacility then in effect among the Lenders in accordance with such Lender’s increase or decrease in Canadian Revolving Commitments pursuant to clause (1). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Canadian Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Canadian Revolver Commitment Adjustment and Adjustment, (ii) in no event shall a Lender’s aggregate Commitment be increased or reduced without its explicit consentconsent and (iii) the Aggregate Commitments shall not increase solely as a result of a Canadian Revolver Commitment Adjustment. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyLead Borrower. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Lead Borrower in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Lead Borrower pursuant to clause (a)(viiia) (viii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLead Borrower, on or before 2:00 p.m. (Local TimeNew York time), by telecopier, e-mailmail or telex, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under the U.S. Subfacility and the amount of the Revolving Commitment of each Lender available for use under the Canadian Subfacility (and the percentage of each Revolving Loan that each participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Ex-FILO Subfacility (a “Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than four Revolver Commitment Adjustments may be made in any fiscal year, (ii) the written request for a Revolver Commitment Adjustment must be received by the Administrative Agent at least five (5) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Ex-FILO Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Ex-FILO Subfacilities pursuant to this Section 2.20, and any decrease in the any Ex-FILO Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Ex-FILO Subfacilities, (v) the North American Minimum Requirement shall be met at such time, (vi) no Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, the aggregate Ex-FILO Revolving Commitments available for use under each Ex-FILO Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Ex-FILO Revolving Commitment reallocated in connection with any requested Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Ex-FILO Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment with respect to the Ex-FILO Subfacilities be reduced without its explicit consent. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Revolver Commitment Adjustment made by the Company. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company in writing that the requested Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company pursuant to clause (a)(viii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the Company, on or before 2:00 p.m. (Local Time), by e-mail, of the occurrence of the Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Ex-FILO Revolving Loans held by each Lender as a result thereof, the amount of the Ex-FILO Revolving Commitment of each Lender available for use under each Ex-FILO Subfacility and the percentage of each Ex-FILO Revolving Loan that each participant must purchase a participation interest in as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Loan Party Representative may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Revolver Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than four only two Canadian Revolver Commitment Adjustments may be made in any fiscal yearFiscal Year (such adjustment to be made within 30 days of the delivery of the Responsible Officer’s Certificate contemplated by Section 5.2(d) (with respect to delivery under Section 5.2(b)) and a Borrowing Base Certificate contemplated by Section 5.2(k), in each case, for the most recently ended month, (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Revolver Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Revolver Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Revolving Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other SubfacilitiesSection, (v) in no event shall the North American Minimum Requirement shall be met at such timeCanadian Revolving Credit Commitment plus the U.S. Revolving Credit Commitment exceed the Maximum Revolver Amount, (vi) the Maximum U.S. Revolver Amount shall at no time exceed U.S.$30,000,000, (vii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance or U.S. Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii)exist, and (viii) the Administrative Agent shall have received a certificate of the Company Loan Party Representative dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 U.S.$5,000,000 or a multiple of $1,000,000 U.S$500,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate U.S. Revolving Credit Commitments available for use under each Subfacility on a basis allocated by then in effect pro rata among the Administrative Agent following discussion with each Lender as U.S. Lenders and (2) the aggregate Canadian Revolving Credit Commitments then in effect pro rata among the Canadian Lenders. After giving effect to their desire to participate in such any Canadian Revolver Commitment Adjustment (which allocation may vary from Adjustment, the Canadian Revolving Credit Commitment of each Canadian Lender shall be equal to such Canadian Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities Share of the amount to be reallocated). Notwithstanding of the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Maximum Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consentAmount. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyLoan Party Representatives. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Representative in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Representative pursuant to clause (a)(viiia) (ix) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Representative, on or before 2:00 3:00 p.m. (Local TimeToronto time), by telecopier, e-mailmail or telex, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the U.S. Revolving Credit Commitment of each U.S. Lender available for use under each Subfacility and the percentage amount of the Canadian Revolving Credit Commitment of each Revolving Loan that each participant must purchase a participation interest in Canadian Lender as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Borrowers may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Facility Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than four only one (1) Canadian Revolver Commitment Adjustments Adjustment may be made in any fiscal yearFiscal Year (such adjustment to be made within thirty (30) days of the delivery of the Compliance Certificate contemplated by Section 10.1.1(b) for the most recently ended Fiscal Quarter and a Borrowing Base Certificate contemplated by Section 8.1 for the most recently ended month), (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Facility Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Facility Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Facility Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other SubfacilitiesSection, (v) in no event shall the North American Minimum Requirement shall be met at Canadian Revolver Commitment plus the U.S. Revolver Commitment (in each case after giving effect to such timeproposed Canadian Revolver Commitment Adjustment) exceed the Maximum Facility Amount, (vi) in no event shall the Canadian Revolver Commitment (after giving effect to such proposed Canadian Revolver Commitment Adjustment) exceed $125,000,000, (vii) the Maximum Canadian Facility Amount shall at no time exceed $125,000,000, (viii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to exist, (ix) U.S. Availability after giving effect thereto would equal or exceed 20% of the U.S. Borrowing Base Certificate delivered pursuant to clause (ii)Base, and (viiix) the Administrative Agent shall have received a certificate of the Company Loan Party Agent dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Revolving U.S. Revolver Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate then in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s effect Pro Rata Percentage under among the applicable Subfacility or Subfacilities of U.S. Lenders and (2) the amount aggregate Canadian Revolver Commitments then in effect Pro Rata among the Canadian Lenders. After giving effect to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood the Canadian Revolver Commitment of each Canadian Lender (and the percentage of each Canadian Revolving Loan that no Lender each Participant must purchase a Canadian Revolving Loan Participation in) shall be obligated equal to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Canadian Lender’s receipt (or Participant’s) Pro Rata Share of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consentthe amount of the Maximum Canadian Facility Amount. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyBorrowers. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Agent in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Agent pursuant to clause (a)(viiia)(x) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Agent, on or before 2:00 3:00 p.m. (Local TimeBoston time), by telecopier, e-mailmail or telex, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving U.S. Revolver Commitment of each U.S. Lender available for use under and the amount of the Canadian Revolver Commitment of each Subfacility Canadian Lender (and the percentage of each Canadian Revolving Loan that each participant Participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Borrowers may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Facility Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four (4) Canadian Revolver Commitment Adjustments may be made in any fiscal yearFiscal Year (any such adjustment to be made within thirty (30) days of the delivery of the Compliance Certificate contemplated by Section 10.1.1(b) for the most recently ended Fiscal Quarter and a Borrowing Base Certificate contemplated by Section 8.1 for the most recently ended month), (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Facility Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Facility Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Facility Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other SubfacilitiesSection, (v) in no event shall the North American Minimum Requirement shall be met at Canadian Revolver Commitment plus the U.S. Revolver Commitment (in each case after giving effect to such timeproposed Canadian Revolver Commitment Adjustment) exceed the Maximum Facility Amount, (vi) in no event shall the Canadian Revolver Commitment (after giving effect to such proposed Canadian Revolver Commitment Adjustment) exceed fifty percent (50%) of the Commitments, (vii) the Maximum Canadian Facility Amount shall at no time exceed fifty percent (50%) of the Maximum Facility Amount, (viii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to exist, (ix) U.S. Availability after giving effect thereto shall equal or exceed twenty percent (20%) of the U.S. Borrowing Base Certificate delivered pursuant to clause (ii)Base, and (viiix) the Administrative Agent shall have received a certificate of the Company Loan Party Agent dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (A) the aggregate Revolving U.S. Revolver Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate then in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s effect Pro Rata Percentage under among the applicable Subfacility or Subfacilities of U.S. Lenders and (B) the amount aggregate Canadian Revolver Commitments then in effect Pro Rata among the Canadian Lenders. After giving effect to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood the Canadian Revolver Commitment of each Canadian Lender (and the percentage of each Canadian Revolving Loan that no Lender each Participant must purchase a Canadian Revolving Loan Participation in) shall be obligated equal to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Canadian Lender’s receipt (or Participant’s) Pro Rata Share of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consentthe amount of the Maximum Canadian Facility Amount. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyBorrowers. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Agent in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Agent pursuant to clause (a)(viiia)(x) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Agent, on or before 2:00 p.m. (Local Time)3:00 p.m., by telecopier or e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, and the amount of the Revolving U.S. Revolver Commitment of each U.S. Lender available for use under and the amount of the Canadian Revolver Commitment of each Subfacility Canadian Lender (and the percentage of each Canadian Revolving Loan that each participant Participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any the Canadian Subfacility (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Canadian Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) ); provided that each of the following conditions are satisfied: (i) no more than only four Canadian Revolver Commitment Adjustments may be made in any fiscal year, (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any the Canadian Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities the U.S. Subfacility pursuant to this Section 2.20, and any decrease in the any Canadian Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilitiesthe U.S. Subfacility, (v) in no event shall the North American Minimum Requirement shall be met at Revolving Commitments exceed $500,000,000 (or such timegreater amount resulting from the provisions of Section 2.15), (vi) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii)exist, and (viiivii) the Administrative Agent shall have received a certificate of the Company dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 10,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Canadian Revolving Commitments available for use under each the Canadian Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their its desire to participate in such Canadian Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated) and (2) the aggregate U.S. Revolving Commitments available for use under the U.S. Subfacility then in effect among the Lenders in accordance with such Lender’s increase or decrease in Canadian Revolving Commitments pursuant to clause (1). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Canadian Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Canadian Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consent. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the Company. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company pursuant to clause (a)(viiia)(vii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the Company, on or before 2:00 p.m. (Local TimeNew York time), by e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under the U.S. Subfacility and the amount of the Revolving Commitment of each Lender available for use under the Canadian Subfacility (and the percentage of each Revolving Loan that each participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Borrowers may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Facility Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than four only one (1) Canadian Revolver Commitment Adjustments Adjustment may be made in any fiscal yearFiscal Year (such adjustment to be made within thirty (30) days of the delivery of the Compliance Certificate contemplated by Section 10.1.1(b) for the most recently ended Fiscal Quarter and a Borrowing Base Certificate contemplated by Section 8.1 for the most recently ended month), (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Facility Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Facility Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Facility Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other SubfacilitiesSection, (v) in no event shall the North American Minimum Requirement shall be met at Canadian Revolver Commitment plus the U.S. Revolver Commitment (in each case after giving effect to such timeproposed Canadian Revolver Commitment Adjustment) exceed the Maximum Facility Amount, (vi) in no event shall the Canadian Revolver Commitment (after giving effect to such proposed Canadian Revolver Commitment Adjustment) exceed $125,000,000, (vii) the Maximum Canadian Facility Amount shall at no time exceed $125,000,000, (viii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to exist, (ix) U.S. Availability after giving effect thereto shall equal or exceed twenty percent (20%) of the U.S. Borrowing Base Certificate delivered pursuant to clause (ii)Base, and (viiix) the Administrative Agent shall have received a certificate of the Company Loan Party Agent dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Revolving U.S. Revolver Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate then in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s effect Pro Rata Percentage under among the applicable Subfacility or Subfacilities of U.S. Lenders and (2) the amount aggregate Canadian Revolver Commitments then in effect Pro Rata among the Canadian Lenders. After giving effect to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood the Canadian Revolver Commitment of each Canadian Lender (and the percentage of each Canadian Revolving Loan that no Lender each Participant must purchase a Canadian Revolving Loan Participation in) shall be obligated equal to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Canadian Lender’s receipt (or Participant’s) Pro Rata Share of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consentthe amount of the Maximum Canadian Facility Amount. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyBorrowers. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Agent in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Agent pursuant to clause (a)(viiia)(x) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Agent, on or before 2:00 3:00 p.m. (Local TimeBoston time), by telecopier, e-mailmail or telex, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, and the amount of the Revolving U.S. Revolver Commitment of each U.S. Lender available for use under and the amount of the Canadian Revolver Commitment of each Subfacility Canadian Lender (and the percentage of each Canadian Revolving Loan that each participant Participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Canadian Subfacility, and (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Canadian Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) ); provided that each of the following conditions are satisfied: (i) no more than only four Canadian Revolver Commitment Adjustments may be made in any fiscal year, (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any the Canadian Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities the U.S. Subfacility pursuant to this Section 2.20, and any decrease in the any Canadian Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilitiesthe U.S. Subfacility, (v) in no event shall the North American Minimum Requirement shall be met at Revolving Commitments exceed $600,000,000500,000,000 (or such timegreater amount resulting from the provisions of Section 2.15), (vi) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii, and (vii) the Administrative Agent shall have received a certificate of the Company dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 10,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Canadian Revolving Commitments available for use under each the Canadian Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their theirits desire to participate in such Canadian Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated) and (2) the aggregate U.S. Revolving Commitments available for use under the U.S. Subfacility then in effect among the Lenders in accordance with such Lender’s increase or decrease in Canadian Revolving Commitments pursuant to clause (1). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Canadian Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Canadian Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consent. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the Company. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company pursuant to clause (a)(viiia)(xivii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the Company, on or before 2:00 p.m. (Local TimeNew York time), by e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under the U.S. Subfacility and the amount of the Revolving Commitment of each Lender available for use under the Canadian Subfacility (and the percentage of each Revolving Loan that each participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Canadian Subfacility, and (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Canadian Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four Canadian Revolver Commitment Adjustments may be made in any fiscal year, (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any the Canadian Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities the U.S. Subfacility pursuant to this Section 2.20, and any decrease in the any Canadian Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilitiesthe U.S. Subfacility, (v) in no event shall the North American Minimum Requirement shall be met at Revolving Commitments exceed $600,000,000 (or such timegreater amount resulting from the provisions of Section 2.15), (vi) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 10,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Canadian Revolving Commitments available for use under each the Canadian Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Canadian Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated) and (2) the aggregate U.S. Revolving Commitments available for use under the U.S. Subfacility then in effect among the Lenders in accordance with such Lender’s increase or decrease in Canadian Revolving Commitments pursuant to clause (1). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Canadian Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Canadian Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consent. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the Company. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company pursuant to clause (a)(viiia)(xi) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the Company, on or before 2:00 p.m. (Local TimeNew York time), by e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under the U.S. Subfacility and the amount of the Revolving Commitment of each Lender available for use under the Canadian Subfacility (and the percentage of each Revolving Loan that each participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Lead Borrower may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any the Canadian Subfacility (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Canadian Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four Canadian Revolver Commitment Adjustments may be made in any fiscal year, (ii) a Borrowing Base Certificate contemplated by Section 9.17(a) shall be concurrently delivered for the most recently ended month, (iii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five (5) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iiiiv) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (ivv) any increase in any the Canadian Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities the U.S. Subfacility pursuant to this Section 2.20, and any decrease in the any Canadian Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilities, (v) the North American Minimum Requirement shall be met at such timeU.S. Subfacility, (vi) in no event shall the Revolving Commitments exceed $1,000,000,000750,000,000 (or such greater amount resulting from the provisions of Section 2.15), (vii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company Lead Borrower dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 10,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Canadian Revolving Commitments available for use under each the Canadian Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Canadian Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated) and (2) the aggregate U.S. Revolving Commitments available for use under the U.S. Subfacility then in effect among the Lenders in accordance with such Lender’s increase or decrease in Canadian Revolving Commitments pursuant to clause (1). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Canadian Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Canadian Revolver Commitment Adjustment and Adjustment, (ii) in no event shall a Lender’s aggregate Commitment be increased or reduced without its explicit consentconsent and (iii) the Aggregate Commitments shall not increase solely as a result of a Canadian Revolver Commitment Adjustment. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyLead Borrower. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Lead Borrower in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Lead Borrower pursuant to clause (a)(viiia) (viii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLead Borrower, on or before 2:00 p.m. (Local TimeNew York time), by telecopier, e-mailmail or telex, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under the U.S. Subfacility and the amount of the Revolving Commitment of each Lender available for use under the Canadian Subfacility (and the percentage of each Revolving Loan that each participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Lead Borrower may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any the Canadian Subfacility (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Canadian Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four Canadian Revolver Commitment Adjustments may be made in any fiscal year, (ii) a Borrowing Base Certificate contemplated by Section 9.17(a) shall be concurrently delivered for the most recently ended month, (iii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five (5) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iiiiv) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (ivv) any increase in any the Canadian Subfacility shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities the U.S. Subfacility pursuant to this Section 2.20, and any decrease in the any Canadian Subfacility pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilities, (v) the North American Minimum Requirement shall be met at such timeU.S. Subfacility, (vi) in no event shall the Revolving Commitments exceed $750,000,0001,000,000,000 (or such greater amount resulting from the provisions of Section 2.15), (vii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company Lead Borrower dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 10,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (1) the aggregate Canadian Revolving Commitments available for use under each the Canadian Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Canadian Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated) and (2) the aggregate U.S. Revolving Commitments available for use under the U.S. Subfacility then in effect among the Lenders in accordance with such Lender’s increase or decrease in Canadian Revolving Commitments pursuant to clause (1). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Canadian Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Canadian Revolver Commitment Adjustment and Adjustment, (ii) in no event shall a Lender’s aggregate Commitment be increased or reduced without its explicit consentconsent and (iii) the Aggregate Commitments shall not increase solely as a result of a Canadian Revolver Commitment Adjustment. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyLead Borrower. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Lead Borrower in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Lead Borrower pursuant to clause (a)(viiia) (viii) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLead Borrower, on or before 2:00 p.m. (Local TimeNew York time), by telecopier, e-mailmail or telex, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, the amount of the Revolving Commitment of each Lender available for use under the U.S. Subfacility and the amount of the Revolving Commitment of each Lender available for use under the Canadian Subfacility (and the percentage of each Revolving Loan that each participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Borrowers may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Facility Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four (4) Canadian Revolver Commitment Adjustments may be made in any fiscal yearFiscal Year (any such adjustment to be made within thirty (30) days of the delivery of the Compliance Certificate contemplated by Section 10.1.1(b) for the most recently ended Fiscal Quarter and a Borrowing Base Certificate contemplated by Section 8.1 for the most recently ended month), (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Facility Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Facility Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Facility Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other Subfacilities, (v) the North American Minimum Requirement shall be met at such time, (vi) no Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to the Borrowing Base Certificate delivered pursuant to clause (ii), and (viii) the Administrative Agent shall have received a certificate of the Company dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, the aggregate Revolving Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s Pro Rata Percentage under the applicable Subfacility or Subfacilities of the amount to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Revolver Commitment Adjustment, it being understood that no Lender shall be obligated to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Lender’s receipt of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consent.to (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyBorrowers. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Agent in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Agent pursuant to clause (a)(viiia)(x) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Agent, on or before 2:00 p.m. (Local Time)3:00 p.m., by telecopier or e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, and the amount of the Revolving U.S. Revolver Commitment of each U.S. Lender available for use under and the amount of the Canadian Revolver Commitment of each Subfacility Canadian Lender (and the percentage of each Canadian Revolving Loan that each participant Participant must purchase a participation interest in in) as a result thereof.

Adjustment of Revolver Commitments. (a) The Company Borrowers may, by written notice to the Administrative Agent, request that the Administrative Agent and the Lenders increase or decrease any Subfacility the Maximum Canadian Facility Amount (a “Canadian Revolver Commitment Adjustment”), which request shall be granted by each Lender electing to participate in such Revolver Commitment Adjustment (subject to the last sentence of this clause (a)) provided that each of the following conditions are satisfied: (i) no more than only four (4) Canadian Revolver Commitment Adjustments may be made in any fiscal yearFiscal Year (any such adjustment to be made within thirty (30) days of the delivery of the Compliance Certificate contemplated by Section 10.1.1(b) for the most recently ended Fiscal Quarter and a Borrowing Base Certificate contemplated by Section 8.1 for the most recently ended 60 month), (ii) the written request for a Canadian Revolver Commitment Adjustment must be received by the Administrative Agent at least five three (53) Business Days (or such shorter period of time as may be reasonably agreed to by the Administrative Agent) prior to the requested date (which shall be a Business Day) of the effectiveness of such Canadian Revolver Commitment Adjustment (such date of effectiveness, the “Commitment Adjustment Date”), (iii) no Default or Event of Default shall have occurred and be continuing as of the date of such request or both immediately before and after giving effect thereto as of the Commitment Adjustment Date, (iv) any increase in any Subfacility the Maximum Canadian Facility Amount shall result in a Dollar-for-Dollar decrease in one or more other Subfacilities pursuant to this Section 2.20the Maximum U.S. Facility Amount, and vice-versa for any decrease in the any Subfacility Maximum Canadian Facility Amount pursuant to this Section 2.20 shall result in a Dollar-for-Dollar increase in one or more other SubfacilitiesSection, (v) in no event shall the North American Minimum Requirement shall be met at Canadian Revolver Commitment plus the U.S. Revolver Commitment (in each case after giving effect to such timeproposed Canadian Revolver Commitment Adjustment) exceed the Maximum Facility Amount, (vi) in no event shall the Canadian Revolver Commitment (after giving effect to such proposed Canadian Revolver Commitment Adjustment) exceed fifty percent (50%) of the Commitments, (vii) the Maximum Canadian Facility Amount shall at no time exceed fifty percent (50%) of the Maximum Facility Amount, (viii) no Canadian Revolver Commitment Adjustment shall be permitted if, after giving effect thereto, an Overadvance would exist as determined according to exist, (ix) U.S. Availability after giving effect thereto shall equal or exceed twenty percent (20%) of the U.S. Borrowing Base Certificate delivered pursuant to clause (ii)Base, and (viiix) the Administrative Agent shall have received a certificate of the Company Loan Party Agent dated as of the Commitment Adjustment Date certifying the satisfaction of all such conditions (including calculations thereof in reasonable detail) and otherwise in form and substance reasonably satisfactory to the Administrative Agent. Any such Canadian Revolver Commitment Adjustment shall be in an amount equal to $5,000,000 or a multiple of $1,000,000 in excess thereof and shall concurrently increase or reduce, as applicable, (A) the aggregate Revolving U.S. Revolver Commitments available for use under each Subfacility on a basis allocated by the Administrative Agent following discussion with each Lender as to their desire to participate then in such Revolver Commitment Adjustment (which allocation may vary from each such Lender’s effect Pro Rata Percentage under among the applicable Subfacility or Subfacilities of U.S. Lenders and (B) the amount aggregate Canadian Revolver Commitments then in effect Pro Rata among the Canadian Lenders. After giving effect to be reallocated). Notwithstanding the foregoing, (i) each Lender may elect or decline, in its sole discretion, to have its Revolving Commitment reallocated in connection with any requested Canadian Revolver Commitment Adjustment, it being understood the Canadian Revolver Commitment of each Canadian Lender (and the percentage of each Canadian Revolving Loan that no Lender each Participant must purchase a Canadian Revolving Loan Participation in) shall be obligated equal to reallocate its Revolving Commitment unless it, in its sole discretion, so agrees and, if a Lender fails to respond to any request for a Revolver Commitment Adjustment within five (5) Business Days after such Canadian Lender’s receipt (or Participant’s) Pro Rata Share of such request, such Lender shall be deemed to have declined to participate in such Revolver Commitment Adjustment and (ii) in no event shall a Lender’s aggregate Commitment be reduced without its explicit consentthe amount of the Maximum Canadian Facility Amount. (b) The Administrative Agent shall promptly inform the Lenders of any request for a Canadian Revolver Commitment Adjustment made by the CompanyBorrowers. If the conditions set forth in clause (a) above are not satisfied on the applicable Commitment Adjustment Date (or, to the extent such conditions relate to an earlier date, such earlier date), the Administrative Agent shall notify the Company Loan Party Agent in writing that the requested Canadian Revolver Commitment Adjustment will not be effectuated; provided, however, that the Administrative Agent shall in all cases be entitled to rely (without liability) on the certificate delivered by the Company Loan Party Agent pursuant to clause (a)(viiia)(x) immediately above in making its determination as to the satisfaction of such conditions. On each Commitment Adjustment Date, the Administrative Agent shall notify the Lenders and the CompanyLoan Party Agent, on or before 2:00 3:00 p.m. (Local TimeBoston time), by telecopier or e-mail, of the occurrence of the Canadian Revolver Commitment Adjustment to be effected on such Commitment Adjustment Date, the amount of Revolving Loans held by each Lender as a result thereof, and the amount of the Revolving U.S. Revolver Commitment of each U.S. Lender available for use under and the amount of the Canadian Revolver Commitment of each Subfacility Canadian Lender (and the percentage of each Canadian Revolving Loan that each participant Participant must purchase a participation interest in in) as a result thereof.