Common use of Commitment of the Lenders Clause in Contracts

Commitment of the Lenders. (a) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans (each a “Revolving Loan” and collectively, the “Revolving Loans”) to the Borrowers at any time and from time to time during the period commencing on the date hereof and ending on the Termination Date (or the earlier date of termination of the Total Tranche A Commitment) in an aggregate principal amount not to exceed, when added to such Tranche A Lender’s Tranche A Commitment Percentage of the then aggregate Letter of Credit Outstandings, the Tranche A Commitment of such Tranche A Lender, which Revolving Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit Outstandings exceed the Total Tranche A Commitment of $350,000,000, as the same may be reduced from time to time pursuant the terms of this Agreement. (i) Each Tranche B Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make (or, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a “Term Loan” and collectively, the “Term Loans”) to the Borrowers on the Restatement Effectiveness Date, in an aggregate principal amount not to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to be converted a “Converted Term Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to be converted into Term Loans. (c) Each Borrowing shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve the other Lenders of their obligations to lend. (d) Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to determine a reallocation of the Commitments in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not increase the amount of the Total Commitment.

Commitment of the Lenders. (a) Each Tranche A Lender Lender, severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make Credit Extensions to or for the benefit of the Borrowers, on a revolving credit loans basis, subject in each case to the following limitations: (each a “i) The initial Revolving Loan” and collectively, Credit Loans to be made on the “Revolving Loans”Closing Date to the Lead Borrower to consummate the BCFWC Acquisition shall not exceed $225,000,000. (ii) The aggregate outstanding amount of the Credit Extensions to the Borrowers shall not at any time and from time cause Availability to time during the period commencing on the date hereof and ending on the Termination Date be less than zero; (or the earlier date of termination of the Total Tranche A Commitmentiii) in an aggregate principal amount not to exceed, when added to such Tranche A Lender’s Tranche A Commitment Percentage of the then aggregate Letter Letters of Credit Outstandingsshall be available from the Issuing Banks to the Borrowers, provided that the Tranche A Commitment of such Tranche A Lender, which Revolving Loans may be repaid and reborrowed in accordance with Borrowers shall not at any time permit the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit Outstandings at any time to exceed the Total Tranche A Commitment Letter of $350,000,000, as the same may be reduced from time to time pursuant the terms of this Agreement.Credit Sublimit; (iiv) Each Tranche B No Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject shall be obligated to make any Credit Extension to the conditions herein set forth, to make (or, pursuant to clause (ii) below, elect to convert all or a portion Borrowers in excess of such Lender’s Existing Term Commitment; (v) The aggregate outstanding amount of the Tranche A-1 Credit Extensions shall not exceed the lesser of the Tranche A-1 Commitments or Incremental Availability; (vi) The Lead Borrower shall not request, and the Tranche A Lenders shall be under no obligation to fund, any Tranche A Loan unless the Borrowers have borrowed the full amount of the lesser of the Tranche A-1 Commitments or Incremental Availability (to the extent that such Tranche A-1 Commitments have not been terminated). Except as otherwise provided in SECTION 2.13(f), all Tranche A-1 Credit Extensions shall be Tranche A-1 Loans intoand all Letters of Credit shall constitute Tranche A Credit Extensions; and (vii) term loans (each a “Term Loan” and collectivelySubject to all of the other provisions of this Agreement, the “Term Loans”) Revolving Credit Loans to the Borrowers on that are repaid may be reborrowed prior to the Restatement Effectiveness Termination Date, in an aggregate principal amount not . No new Credit Extensions (other than Permitted Overadvances) shall be made to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall Borrowers after the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000Termination Date. (iib) In connection with the making Except as provided in SECTION 2.01(a)(vi), each Borrowing of the Term Revolving Credit Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two Borrowers (2other than Swingline Loans) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to be converted a “Converted Term Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to be converted into Term Loans. (c) Each Borrowing shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the . The failure of any Lender to make any Revolving Credit Loan shall not in itself relieve the other Lenders of their obligations to lend. (d) Notwithstanding anything to the contrary herein, Borrowers shall neither relieve any other Lender of its obligation to fund its Revolving Credit Loan to the Administrative Agent shall have Borrowers in accordance with the right to determine a reallocation provisions of the Commitments in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not this Agreement nor increase the amount obligation of the Total Commitmentany such other Lender.

Commitment of the Lenders. (a) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans (each a “"Revolving Loan” " and -------------- collectively, the “"Revolving Loans”") to the Borrowers at any time and from time --------------- to time during the period commencing on the date hereof and ending on the Termination Date (or the earlier date of termination of the Total Tranche A Commitment) in an aggregate principal amount not to exceed, when added to such Tranche A Lender’s 's Tranche A Commitment Percentage of the then aggregate Letter of Credit Outstandings, the Tranche A Commitment of such Tranche A Lender, which Revolving Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit ---- Outstandings exceed the Total Tranche A Commitment of $350,000,000525,000,000, as the same may be reduced from time to time pursuant the terms of this Agreement. (ib) Each Tranche B Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make (or, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a “"Term Loan” " and collectively, the “"Term --------- ---- Loans”") to the Borrowers on the Restatement Effectiveness Closing Date, in an aggregate principal amount ----- not to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to be converted a “Converted Term Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to be converted into Term Loans150,000,000. (c) Each Borrowing shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the -------- ------- failure of any Lender to make any Loan shall not in itself relieve the other Lenders of their obligations to lend. (d) Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to determine a reallocation of the Commitments in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not increase the amount of the Total Commitment.

Commitment of the Lenders. (a) Each Tranche A Lender Revolving Lender, severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans Revolving Loans in Dollars to or for the benefit of the Borrowers subject, in each case, to the following limitations: (each a “i) the aggregate outstanding amount of the Revolving Loan” and collectively, the “Revolving Loans”) Credit Extensions to the Borrowers shall not at any time cause Excess Availability to be less than zero; (ii) Letters of Credit shall be available from the Issuing Banks to the Borrowers and from their Restricted Subsidiaries; provided that the Borrowers shall not at any time permit the aggregate Letter of Credit Outstandings at any time to time during exceed the period commencing on Letter of Credit Sublimit; (iii) no Lender shall be obligated to make any Revolving Credit Extension to the date hereof and ending on the Termination Date (or the earlier date Borrowers in excess of termination of the Total Tranche A Commitment) in an aggregate principal amount not to exceed, when added to such Tranche A Lender’s Tranche A Commitment Percentage or Tranche A-1 Commitment, as applicable; (iv) the aggregate outstanding amount of the then aggregate Letter of Credit Outstandings, the Tranche A Commitment Credit Extensions shall not exceed the lesser of (A) the Tranche A Commitments and (B) the Tranche A Borrowing Base; (v) the aggregate outstanding amount of the Tranche A-1 Credit Extensions shall not exceed the lesser of (A) the Tranche A-1 Commitments and (B) Incremental Availability; (vi) the Lead Borrower shall not request, and the Tranche A Lenders shall be under no obligation to fund, any Tranche A Loan unless the Borrowers have borrowed the full amount of the lesser of the Tranche A-1 Commitments or Incremental Availability (to the extent that such Tranche A LenderA-1 Commitments have not been terminated); (vii) subject to all of the other provisions of this Agreement, which Revolving Loans to the Borrowers that are repaid may be repaid reborrowed prior to the Termination Date; (viii) no new Credit Extensions (other than Permitted Overadvances) shall be made to the Borrowers after the Termination Date; and (ix) the aggregate outstanding amount of Credit Extensions in favor of (A) all Caribbean Borrowers in the aggregate shall not exceed $100,000,000 and reborrowed (B) any Caribbean Borrower individually shall not exceed $50,000,000. (b) All Tranche A-1 Credit Extensions shall be Tranche A-1 Loans and all Letters of Credit and Swingline Loans shall constitute Tranche A Credit Extensions. (c) Except as provided in Section 2.01(a)(vi), each Borrowing of Revolving Loans by the Borrowers shall be made by the Revolving Lenders in accordance with their Pro Rata Shares of their respective Tranche A Commitments or Tranche A-1 Commitments, as applicable. The failure of any Lender to make any Loan to the Borrowers shall neither relieve any other Lender of its obligation to fund its Loan to the Borrowers in accordance with the provisions of this Agreement. At no time shall Agreement nor increase the sum obligation of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit Outstandings exceed the Total Tranche A Commitment of $350,000,000, as the same may be reduced from time to time pursuant the terms of this Agreementany such other Lender. (id) Each Tranche B Lender LOTL Lender, severally and not jointly with the any other Tranche B Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make a term loan (oreach, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a “Term LOTL Loan” and collectively, the “Term Loans”) to the Borrowers on the Fourth Restatement Effectiveness Date, Effective Date in Dollars and in an aggregate principal amount not to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to be converted a “Converted Term Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such LOTL Lender’s Tranche B Commitment and the principal amount of Existing Term LOTL Commitment. The LOTL Loans held by such Lender that are to may be converted into Term Loans. (c) Each Borrowing shall be made by the Lenders pro rata repaid or prepaid in accordance with their respective Commitments; providedthe provisions hereof, howeverbut once repaid or prepaid, that the failure of any Lender to make any Loan shall may not in itself relieve the other Lenders of their obligations to lendbe reborrowed. (d) Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to determine a reallocation of the Commitments in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not increase the amount of the Total Commitment.

Commitment of the Lenders. (a) Each Tranche A Lender severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a “Revolving Loan” and collectively, the “Revolving Loans”) to the Borrowers at any time Borrower on a revolving basis, in the form of Revolving Loans and from time to time during the period commencing on the date hereof Letters of Credit and ending on the Termination Date (or the earlier date of termination of the Total Tranche A Commitment) in an aggregate principal amount not to exceed, when added to exceed the lesser of such Tranche A Lender’s Tranche A Commitment or such Lender’s Commitment Percentage of the then Loan Cap, subject to the following limitations: (i) The aggregate Letter of Credit Outstandings, the Tranche A Commitment of such Tranche A Lender, which Revolving Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Revolving Loans plus Credit Extensions shall not at any time exceed the then Loan Cap. (ii) No Lender (other than the Issuing Bank, acting in such capacity) shall be obligated to issue any Letter of Credit, and Letters of Credit shall be available from the Issuing Bank, subject to the ratable participation of all Lenders, as set forth in Section 2.07. The Borrower will not at any time permit the aggregate Letter of Credit Outstandings to exceed $50,000,000. (iii) Subject to all of the Total Tranche A Commitment of $350,000,000, as the same may be reduced from time to time pursuant the terms other provisions of this Agreement, Revolving Loans that are repaid may be reborrowed prior to the Termination Date. No new Credit Extension, however, shall be made to the Borrower after the Termination Date. (i) Each Tranche B Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make (or, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a “Term Loan” and collectively, the “Term Loans”) to the Borrowers on the Restatement Effectiveness Date, in an aggregate principal amount not to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to be converted a “Converted Term Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to be converted into Term Loans. (cb) Each Borrowing of Revolving Loans (other than Swingline Loans) shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the . The failure of any Lender to make any Loan shall not neither relieve any other Lender of its obligation to fund its Loan in itself relieve accordance with the provisions of this Agreement nor increase the obligation of any such other Lenders of their obligations to lendLender. (dc) Notwithstanding anything to the contrary hereinforegoing, so long as the Seasonal Incremental Loan Commitment Requirements are satisfied, the Administrative Agent Borrower shall have the right at any time after the Effective Date, during the Seasonal Commitment Increase Period only, to determine a reallocation utilize the Seasonal Commitment Increase Amount. In connection with the exercise of such Seasonal Commitment Amount, Borrower shall notify the Seasonal Commitment Increase Lender in writing, not more than two (2) times during each Seasonal Commitment Increase Period, of its election to so utilize the Seasonal Commitment Increase. Each such notice shall (i) be received by the Seasonal Commitment Lender not less than ten (10) Business Days prior to the date on which the Borrower intends to utilize the Seasonal Commitment Amount, and (ii) shall state the Seasonal Commitment Increase Utilized Amount that Borrower has elected to utilize, provided, however, that each such increase shall be not less than $10,000,000 during each Seasonal Commitment Increase Period. No Seasonal Commitment Increase shall become effective unless and until each of the Commitments following conditions has been satisfied: (i) the Seasonal Incremental Loan Commitment Requirements shall have been satisfied; and (ii) the Borrower shall have paid such fees and other compensation to the Seasonal Commitment Increase Lender as set forth in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not increase the amount of the Total CommitmentFee Letter.

Commitment of the Lenders. (a) Each Tranche Term Loan A Lender Lender, severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans a term loan in the aggregate amount of up to $50,000,000 (each a “Revolving Loan” and collectively, the “Revolving LoansTerm Loan A”) to the Borrowers at any time and from time to time during the period commencing in a single drawing on the date hereof and ending on the Termination Closing Date (or the earlier date of termination of the Total Tranche A Commitment) in an aggregate principal amount not to exceed, when added equal to such Tranche Term Loan A Lender’s Tranche Term Loan A Commitment Percentage of the then Commitment. The aggregate Letter of Credit Outstandings, the Tranche A Commitment of such Tranche A Lender, which Revolving Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit Outstandings Term Loan A shall not at any time exceed the Total Tranche aggregate amount of the Term Loan A Commitment Commitments. The Term Loan A Commitments shall be terminated upon the funding on the Term Loan A on the Closing Date. Any portion of $350,000,000the Term Loan A that is repaid may not be reborrowed. Except as set forth in Section 2.8 and Section 2.16, as any outstanding portion of the same Term Loan A may be reduced from time to time pursuant the terms of this Agreementeither a Prime Rate Loan or a LIBO Loan. (ib) Each Tranche Term Loan B Lender Lender, severally and not jointly with the any other Tranche B Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make a term loan in the aggregate amount of up to $100,000,000 (or, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a “Term Loan” and collectively, the “Term LoansLoan B”) to the Borrowers in a single drawing on the Restatement Effectiveness Date, Closing Date in an aggregate principal amount not equal to exceed the Tranche B Commitment of such Tranche Term Loan B Lender’s Term Loan B Commitment. At no time shall the sum of the then The aggregate outstanding aggregate principal amount of the Term Loans Loan B shall not at any time exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making aggregate amount of the Term Loans pursuant to clause (i) above, by delivering written notice to Loan B Commitments. The Term Loan B Commitments shall be terminated upon the Administrative Agent at least two (2) Business Days prior to funding on the Restatement Effectiveness Term Loan B on the Closing Date, any Lender of Existing Term Loans may elect to make all or any . Any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to Loan B that is repaid may not be made on the Restatement Effectiveness Date by converting all or a reborrowed. Except as set forth in Section 2.8 and Section 2.16, any outstanding portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to B may be converted either a “Converted Term Prime Rate Loan or a LIBO Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to be converted into Term Loans. (c) Each Borrowing shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the The failure of any Lender to make any Loan shall not in itself relieve the other Lenders of their obligations to lend. (d) Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to determine a reallocation its portion of the Commitments Term Loan A or the Term Loan B, as applicable, shall neither relieve any other Lender of its obligation to fund its portion of the Term Loan A or the Term Loan B, as applicable, in Tranche A and Tranche B (and accordance with the sublimits therein), provided that such reallocation by the Administrative Agent shall not provisions of this Agreement nor increase the amount obligation of the Total Commitmentany such other Lender.

Commitment of the Lenders. (a) Each Tranche A Lender severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a “Revolving Loan” and collectively, the “Revolving Loans”) to the Borrowers at any time and from time to time during Loan Parties on a revolving basis, in the period commencing on the date hereof and ending on the Termination Date (or the earlier date form of termination of the Total Tranche A Commitment) Credit Extensions and in an aggregate principal amount not to exceed, when added to exceed the lesser of such Lender's Tranche A Commitment or such Tranche A Lender’s 's Tranche A Commitment Percentage of the then Borrowing Base, subject to the following limitations: (i) The aggregate Letter outstanding amount of Credit Outstandings, the Tranche A Commitment Credit Extensions and Swingline Loans shall not at any time exceed the lower of such (i) (A) until the entry of the Final Borrowing Order, $160,000,000, or (B) after the entry of the Final Borrowing Order, $200,000,000 or, in each case, any lesser amount to which the Tranche A LenderCommitments have then been reduced by the Loan Parties pursuant to Section 2.15, which Revolving Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of (ii) the then outstanding aggregate principal amount of the Revolving Loans Borrowing Base, plus the aggregate amount of cash then held in the Cash Collateral Account. (ii) No Tranche A Lender shall be obligated to issue any Letter of Credit, and Letters of Credit shall be available from the Issuing Bank, subject to the ratable participation of all Tranche A Lenders, as set forth in Section 2.06. The Loan Parties will not at any time permit the aggregate Letter of Credit Outstandings to exceed $50,000,000. (iii) Subject to all of the Total Tranche A Commitment of $350,000,000, as the same may be reduced from time to time pursuant the terms other provisions of this Agreement, Tranche A Loans that are repaid may be reborrowed prior to the Termination Date. No new Tranche A Credit Extension, however, shall be made to the Loan Parties after the Termination Date. (ib) Each Tranche B Lender Lender, severally and not jointly with the any other Tranche B Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, on the Closing Date to make (or, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Tranche B Loans into) term loans (each a “Term Loan” and collectively, the “Term Loans”) to the Borrowers on the Restatement Effectiveness Date, Loan Parties in an aggregate principal amount not equal to exceed the Tranche B Commitment of such Tranche B Lender's Tranche B Commitment. At no time shall the sum of the then The aggregate outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of Loans shall not at any time exceed $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above15,000,000, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to plus the amount of Existing Term Loans so converted (each such Existing Term Loan any PIK Interest which is capitalized pursuant to the extent it is to be converted a “Converted Term Loan”)provisions of Section 2.09(b) hereof. On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to repaid may not be converted into Term Loansreborrowed. (c) Each Borrowing of Tranche A Loans (other than Swingline Loans) shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that and the Borrowing of Tranche B Loans shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitments. The failure of any Lender to make any Loan shall not neither relieve any other Lender of its obligation to fund its Loan in itself relieve accordance with the other Lenders provisions of their obligations to lend. (d) Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to determine a reallocation of the Commitments in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not this Agreement nor increase the amount obligation of the Total Commitmentany such other Lender.

Commitment of the Lenders. (a) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon on the terms and subject to the conditions herein set forthforth (including the limitations in the remainder of this provision and in Section 2.02(a)), to make revolving credit loans hereunder, including the loans provided for in Section 2.01(d) (each, together with each Loan deemed made as provided in Section 2.01(c), a “Revolving "Loan” and " and, collectively, together with the “Revolving Loans deemed made as provided in Section 2.01(c), the "Loans”") to the Borrowers (acting jointly and severally) at any time and (and, on a revolving basis, from time to time time) during the period commencing on the date hereof Closing Date and ending on the Termination Date (or the such earlier date of termination of time as the Total Tranche A CommitmentCommitment or such Lender's Commitment may be terminated hereunder) in an aggregate principal amount not up to exceed, when added to the lesser of (i) such Tranche A Lender’s Tranche A 's Unused Commitment at the time or (ii) such Lender's Commitment Percentage of the then aggregate maximum amount of the credit that may be extended hereunder at the time to the Borrowers (through Loans and Letter of Credit Outstandings, the Tranche A Commitment Guaranties) pursuant to Section 2.02. The principal amount of such Tranche A Lender, which Revolving Loans any Loan that has been repaid may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit Outstandings exceed the Total Tranche A Commitment of $350,000,000, as the same may be reduced from time to time pursuant the terms of this Agreement. (ib) Each Tranche B Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make (or, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a “Term Loan” and collectively, the “Term Loans”) to the Borrowers on the Restatement Effectiveness Date, in an aggregate principal amount not to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term The Loans in a principal amount equal to the amount of Existing Term Loans so converted (each such Existing Term Loan to the extent it is to be converted a “Converted Term Loan”). On the Restatement Effectiveness Date, the Converted Term Loans shall be converted for all purposes of this Agreement into Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Loans converted into Term Loans. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term Loans held by such Lender that are to be converted into Term Loans. (c) Each Borrowing shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the Commitment Percentages. The failure of any Lender to make any Loan shall not relieve any other Lender of its obligations hereunder, and no Lender shall have any responsibility for the failure by any other Lender to fulfill its obligations to make Loans hereunder. (c) Each payment made by CITBC under a Letter of Credit Guaranty, if not immediately reimbursed by the Borrowers, shall automatically become and be deemed to constitute a Loan hereunder made by CITBC at the time of such payment. However, for purposes of calculating the Lenders' respective Unused Commitments and their respective obligations to make Loans pursuant to Section 2.01(a), each Loan of CITBC that arises as provided in itself relieve the preceding sentence shall be treated as a Loan of each Lender other than CITBC in an amount equal to the principal of such CITBC Loan which is covered by a Participation acquired by such Lender in such CITBC Loan pursuant to Section 9.01 of this Agreement, and as a Loan of CITBC in an amount equal to one hundred percent of such CITBC Loan less the aggregate amount allocated to other Lenders of in calculating their obligations Unused Commitments pursuant to lendthis provision. (d) Notwithstanding anything In order to provide for payment of all out-of-pocket expenses and Fees payable to Lenders' Agent pursuant to Article II of this Agreement (for distribution by it as provided therein) on the Closing Date and all obligations of the Borrowers under the Pre-Petition Secured Loans outstanding on the Filing Date, the Borrowers hereby agree to make Borrowings from the Lenders (consisting of Loans in amounts determined in accordance with their respective Commitment Percentages) (i) on the date the First Day Order is entered by the Bankruptcy Court, in such amount as is necessary to effect the payment of such expenses and Fees and (ii) on the date the Interim Order is entered by the Bankruptcy Court, in such amount as is necessary to pay such obligations under the Pre-Petition Secured Loans. The Borrowers hereby irrevocably instruct and authorize the Lenders to make such Loans available to the contrary hereinBorrowers on such dates by applying the proceeds of such Loans in full to payment of such expenses, Fees and obligations (in accordance with payment instructions given by the Administrative Agent Borrowers in the case of such obligations under the Pre-Petition Secured Loans), and the Lenders hereby agree, on the terms and subject to the conditions of this Agreement, to make such Loans to the Borrowers on such dates for such purposes, without need for delivery by SHG of a Notice of Borrowing. The Borrowers acknowledge that they shall have the no right to determine a reallocation receive any funds from the Lenders on account of the Commitments Loans to be made by them under this provision otherwise than through application of the proceeds of such Loans as expressly provided for in Tranche A this provision, and Tranche B the Lenders will be deemed to have made such Loans to the Borrowers by applying the proceeds thereof in accordance with this provision. (e) Each of the Borrowers, jointly and severally, will be obligated in respect of the aggregate principal amount of all Loans, and the aggregate amount of credit available hereunder to any of the Borrowers at any time shall be determined taking into account all Loans outstanding and all Letter of Credit Guaranty Outstandings, regardless of which of the Borrowers may have received the proceeds of any of the Borrowings or the benefit of any of the Letters of Credit and regardless of which of the Borrowers has applied for any of the Letters of Credit giving rise to any of the Letter of Credit Guaranty Outstandings. By executing this Agreement each of the Borrowers confirms to the other parties to this Agreement that SHG shall (and has been duly appointed by each of the sublimits thereinBorrowers to) act as agent for the Borrowers for all purposes of requesting Loans and the issuance of Letter of Credit Guaranties, for purposes of allocation (to the extent permitted herein) of the proceeds of Loans and requests for issuance of Letter of Credit Guaranties, and for all other purposes of this Agreement pursuant to any provision identifying SHG as the Borrower to take any action or receive any communication (regarding uses and the availability of credit hereunder, and otherwise). Each of the Lenders and the Agents shall be entitled to deal as to these matters only with SHG and (to the extent contemplated herein) to act as to these matters in accordance with instructions or other communications from SHG. None of the Lenders or Agents shall have any responsibility to any Borrower for acting as provided in this provision, provided that such reallocation by and the Administrative Agent Obligations of each of the Borrowers to the Lenders shall not increase be affected by any matter relating to acts or omissions of SHG relating to the amount Loans, requests for Letter of Credit Guaranties or otherwise as agent for the Total CommitmentBorrowers hereunder.

Commitment of the Lenders. (a) Each Tranche A Lender Revolving Lender, severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans Revolving Loans in Dollars to or for the benefit of the Borrowers subject, in each case, to the following limitations: (each a “i) the aggregate outstanding amount of the Revolving Loan” and collectively, the “Revolving Loans”) Credit Extensions to the Borrowers shall not at any time cause Excess Availability to be less than zero; (ii) Letters of Credit shall be available from the Issuing Banks to the Borrowers and from their Restricted Subsidiaries; provided that the Borrowers shall not at any time permit the aggregate Letter of Credit Outstandings at any time to time during exceed the period commencing on Letter of Credit Sublimit; (iii) no Lender shall be obligated to make any Revolving Credit Extension to the date hereof and ending on the Termination Date (or the earlier date Borrowers in excess of termination of the Total Tranche A Commitment) in an aggregate principal amount not to exceed, when added to such Tranche A Lender’s Tranche A Commitment Percentage or Tranche A-1 Commitment, as applicable; (iv) the aggregate outstanding amount of the then aggregate Letter of Credit Outstandings, the Tranche A Commitment Credit Extensions shall not exceed the lesser of (A) the Tranche A Commitments and (B) the Tranche A Borrowing Base; (v) the aggregate outstanding amount of the Tranche A-1 Credit Extensions shall not exceed the lesser of (A) the Tranche A-1 Commitments and (B) Incremental Availability; (vi) the Lead Borrower shall not request, and the Tranche A Lenders shall be under no obligation to fund, any Tranche A Loan unless the Borrowers have borrowed the full amount of the lesser of the Tranche A-1 Commitments or Incremental Availability (to the extent that such Tranche A LenderA-1 Commitments have not been terminated); (vii) subject to all of the other provisions of this Agreement, which Revolving Loans to the Borrowers that are repaid may be repaid reborrowed prior to the Termination Date; (viii) no new Credit Extensions (other than Permitted Overadvances) shall be made to the Borrowers after the Termination Date; and (ix) the aggregate outstanding amount of Credit Extensions in favor of (A) all Caribbean Borrowers in the aggregate shall not exceed $100,000,000 and reborrowed (B) any Caribbean Borrower individually shall not exceed $50,000,000. (b) All Tranche A-1 Credit Extensions shall be Tranche A-1 Loans and all Letters of Credit and Swingline Loans shall constitute Tranche A Credit Extensions. (c) Except as provided in Section 2.01(a)(vi), each Borrowing of Revolving Loans by the Borrowers shall be made by the Revolving Lenders in accordance with their Pro Rata Shares of their respective Tranche A Commitments or Tranche A-1 Commitments, as applicable. The failure of any Lender to make any Loan to the Borrowers shall neither relieve any other Lender of its obligation to fund its Loan to the Borrowers in accordance with the provisions of this Agreement. At no time shall Agreement nor increase the sum obligation of the then outstanding aggregate principal amount of the Revolving Loans plus the then aggregate Letter of Credit Outstandings exceed the Total Tranche A Commitment of $350,000,000, as the same may be reduced from time to time pursuant the terms of this Agreementany such other Lender. (id) Each Tranche B Lender LOTLAJTL Lender, severally and not jointly with the any other Tranche B Lenders Lender, agrees, upon the terms and subject to the conditions herein set forthforth and in the First Amendment, to make a term loan (oreach, pursuant to clause (ii) below, elect to convert all or a portion of such Lender’s Existing Term Loans into) term loans (each a aan “Term LOTLAJTL Loan” and collectively, the “Term Loans”) to the Borrowers on the Restatement Effectiveness Date, Fourth RestatementFirst Amendment Effective Date in Dollars and in an aggregate principal amount not to exceed the Tranche B Commitment of such Tranche B Lender. At no time shall the sum of the then outstanding aggregate principal amount of the Term Loans exceed the Total Tranche B Commitment of $250,000,000. (ii) In connection with the making of the Term Loans pursuant to clause (i) above, by delivering written notice to the Administrative Agent at least two (2) Business Days prior to the Restatement Effectiveness Date, any Lender of Existing Term Loans may elect to make all or any portion of such Lender’s Tranche B Commitment percentage of the Term Loans requested by the Borrowers to be made on the Restatement Effectiveness Date by converting all or a portion of the outstanding principal amount of the Existing Term Loans held by such Lender into Term Loans in a principal amount equal to such LOTLAJTL Lender’s LOTLAJTL Commitment. The LOTLAJTL Loans may be repaid or prepaid in accordance with the amount provisions hereof, but once repaid or prepaid, may not be reborrowed. For the avoidance of Existing Term Loans so converted (each such Existing doubt, the AJTL Commitments are Additional Term Loan to Commitments and Additional Commitments under Section 2.17, and the extent it is to be converted a “Converted AJTL Loans are Additional Term Loan”). On the Restatement Effectiveness DateLoans, the Converted Term Loans shall be converted for all purposes of this Agreement into Additional Junior Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Term Additional Loans converted into Term Loansunder Section 2.17. Any written notice to the Administrative Agent delivered by an applicable Lender pursuant to this Section 2.1(b) shall specify the amount of such Lender’s Tranche B Commitment and the principal amount of Existing Term The AJTL Loans held by such Lender that are to be converted into Term Loans. (c) Each Borrowing shall be made by the Lenders pro rata in accordance with their respective Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve the other Lenders of their obligations to lend. (d) Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to determine a reallocation funded net of the Commitments in Tranche A and Tranche B (and the sublimits therein), provided that such reallocation by the Administrative Agent shall not increase the amount of the Total CommitmentOID Amount.