Common use of Conditions to Effectiveness of Commitment Increase Clause in Contracts

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any Commitment Increase, Borrower shall deliver to Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and (ii) in the case of Borrower, certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct as of such earlier date and (2) for purposes of this Section, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect to such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, : (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01; (ii) the Borrowers, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (Biii) both before the Borrowers shall have paid such fees and after giving effect other compensation to the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment IncreaseLenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this SectionSection 2.15.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before and after giving effect to such Commitment Increase, no Default exists. or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to, the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (v) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or cause opinions, in form and substance reasonably satisfactory to be the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; (vii) no Default or Event of Default exists; and (viii) if any Loan Party or any of its Subsidiaries owns any Margin Stock, Borrowers shall deliver to the Agent an updated Form U-1 (with sufficient additional originals thereof for each Lender), duly executed and delivered by the Borrowers, together with such other customary documentsdocumentation as the Agent shall reasonably request, including, without limitation, legal opinions) as reasonably requested by in order to enable the Agent in connection and the Lenders to comply with any Commitment Increaseof the requirements under Regulations T, U or X of the FRB. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party the Borrower (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment applicable Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date date, and (2) in the case of any representation and warranty qualified by materiality, they shall be true and correct in all respects, and except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrower, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment IncreaseLenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the Agent as the Borrower and the Agent may agree; (v) if requested by the Agent, the Borrower shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrower reasonably satisfactory to the Agent and dated such date; (vi) the Borrower and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent The Outstanding Amount of Loans and the participations of the Lenders in connection with any Commitment Increase. Borrower shall prepay any L/C Obligations and Swing Line Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) shall be deemed automatically adjusted hereunder to the extent necessary to keep the outstanding Committed Loans and any such participations ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, : (i) the Borrower shall deliver have delivered to the Administrative Agent a certificate of each Loan Credit Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible an Authorized Officer of such Loan Credit Party (iA) certifying and attaching the resolutions adopted by such Loan Credit Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to so such increaseCommitment Increase, (A) the representations and warranties contained in Article V VI and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date date, in which case they are true and (2) correct in all material respects as of such earlier date, and except that for purposes of this SectionSection 2.09, the representations and warranties contained in subsections (ag)(i) and (bg)(ii) of Section 5.05 6.01 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (aa)(i) and (ba)(ii), respectively, of Section 6.01, and 7.01; (Bii) both before and after giving effect to such Commitment Increase, no Default exists. the Borrower shall deliver have paid such fees and other compensation to the Agents and Lenders as they require; (iii) the borrower shall have delivered to the Administrative Agent and the lenders an opinion or cause opinions substantially similar to be the opinions delivered any on the Effective Date from counsel to the Credit Parties reasonably satisfactory to the Administrative Agent and dated such date; (iv) the Borrower shall have delivered such other customary documentsinstruments, documents and agreements as the Administrative Agent may reasonably have requested including, without limitation, legal opinionsan amendment to this Agreement and the other Loan Documents, if required by the Administrative Agent; and (v) as reasonably requested by Agent in connection with any Commitment Increase. Borrower no Default or Event of Default shall prepay any Loans outstanding on the Commitment Increase Effective Date (have occurred and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Sectionbe continuing.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, : (i) the Borrower shall deliver have delivered to the Administrative Agent a certificate of each Loan Credit Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible an Authorized Officer of such Loan Credit Party (iA) certifying and attaching the resolutions adopted by such Loan Credit Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A) the representations and warranties contained in Article V VI and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date date, and (2) except that for purposes of this SectionSection 2.09, the representations and warranties contained in subsections (ag)(i) and (bg)(ii) of Section 5.05 6.01 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (aa)(i) and (ba)(ii), respectively, of Section 6.01, and 7.01; (Bii) both before and after giving effect to such Commitment Increase, no Default exists. the Borrower shall deliver have paid such fees and other compensation to the Agents and Lenders as they require; (iii) the Borrower shall have delivered to the Administrative Agent and the Lenders an opinion or cause opinions substantially similar to be the opinions delivered any on the Effective Date from counsel to the Credit Parties reasonably satisfactory to the Administrative Agent and dated such date; (iv) the Borrower shall have delivered such other customary documentsinstruments, documents and agreements as the Administrative Agent may reasonably have requested including, without limitation, legal opinionsan amendment to this Agreement and the other Loan Documents, if required by the Administrative Agent; and (v) as reasonably requested by Agent in connection with any Commitment Increase. Borrower no Default or Event of Default shall prepay any Loans outstanding on the Commitment Increase Effective Date (have occurred and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Sectionbe continuing.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Closing Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, immediately before and immediately after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Closing Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date (provided that, if a representation and (2) warranty is qualified as to materiality, the materiality qualifier set forth above shall be disregarded with respect to such representation and warranty for purposes of this Sectioncondition; and provided, further, that, if the initial Loans made in connection with a Commitment Increase (other than any such Loans deemed made as a result of reallocation of outstanding Loans in connection with the establishment of such Commitment Increase) will be used solely to fund a Permitted Acquisition (including, without limitation, the payment of fees and expenses and related transaction costs in connection therewith and repayment of Indebtedness of the Person being acquired (or relating to the assets being acquired) in such Permitted Acquisition), the representations and warranties contained in subsections to be certified to under this clause (ab)(i)(B)(1) (and (b) the accuracy of Section 5.05 which shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect a condition to such Commitment Increase) shall be the Specified Representations and, in each case, at the Borrower’s option, shall be tested at the time of the Commitment Increase or at the time the definitive agreement with respect to such Permitted Acquisition is entered into, so long as the date upon which such definitive agreement is executed is not more than sixty (60) days prior to the time of the Commitment Increase), (2) no Event of Default exists. Borrower shall deliver has occurred and is continuing or cause would result therefrom; provided that, if the initial Loans made in connection with a Commitment Increase (other than any such Loans deemed made as a result of reallocation of outstanding Loans in connection with the establishment of such Commitment Increase) will be used solely to be delivered any other customary documents, fund a Permitted Acquisition (including, without limitation, legal opinionsthe payment of fees and expenses and related transaction costs in connection therewith and repayment of Indebtedness of the Person being acquired (or relating to the assets being acquired), the absence of an Event of Default (other than the absence of a Specified Event of Default) shall not be a condition to such Commitment Increase (and the certification delivered under this clause (b)(i)(B)(2) shall be similarly limited and (3) the other conditions to the effectiveness of such Commitment Increase are satisfied, (ii) the Borrower, the Agent, and each Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment Lenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the Agent and/or the arrangers of such Commitment Increase as the Borrower and the Agent and/or such arrangers may agree; and (v) if requested by Agent in connection with any Commitment Increase. the Agent, the Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) deliver to the extent necessary Agent and the Additional Commitment Lenders customary opinions from counsel to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in Borrower and dated the Commitments under this SectionIncrease Closing Date.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to such increase in the amount of the Commitment of any Lender or new or additional Commitments of any Additional Commitment IncreaseLender, as the case may be (and a concurrent increase in the Aggregate Commitments), (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are shall be true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct as of such earlier date date, (ii) in the case of any representation and warranty qualified by “materiality”, “Material Adverse Effect” or similar language, they shall be true and correct in all respects, and (2iii) for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, (ii) the Borrowers shall have paid such fees and other compensation to Xxxxx Fargo or any Additional Commitment Lenders as the Lead Borrower and Xxxxx Fargo or such Additional Commitment Lenders shall agree, as the case may be; provided, that, in no event shall the fees (B) both before including any initial commitment fee), interest rate and after giving effect other compensation offered or paid in respect of additional Commitments or increase in Commitments have higher fees or rates than the amounts paid and payable to such Commitment Increasethe then existing Lenders in respect of their Commitments, no Default exists. Borrower shall deliver or cause unless the fees, interest rate and other compensation payable to be delivered any other customary documents, including, without limitation, legal opinions) the then existing Lenders are increased to the same as reasonably requested by Agent those paid in connection with the additional Commitments or increase in Commitments; (iii) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (iv) no Default or Event of Default exists; (v) the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; and (vi) the Borrowers and any Additional Commitment IncreaseLender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party the Lead Borrower dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party the Lead Borrower (iA) certifying and attaching the resolutions adopted by such Loan Party the Lead Borrower approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date and (2) except in the case of any representation and warranty qualified by materiality, in which case they shall be true and correct in all respects, and except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.06 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.04, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation, if any, to the Revolving Lenders increasing their Revolving Commitments and to the Additional Commitment IncreaseLenders, as the Lead Borrower and such Revolving Lenders and Additional Commitment Lenders, as applicable, shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (v) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Revolving Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Revolving Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, Borrower (i) the Borrowers shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such Commitment form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to, in the case of any Committed Increase, no Default exists. Borrower Xxxxx Fargo, and in the case of the Uncommitted Increase, the Additional Commitment Lenders as the Borrowers and such Additional Commitment Lenders shall deliver or cause agree; (iv) the Borrowers shall have paid such arrangement fees to be delivered any other customary documentsthe Agent as the Borrowers and the Agent may agree, including, without limitation, legal opinionsthe fees set forth in the Seventh Amendment Fee Letter; (v) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably requested by Agent in connection with any Commitment Increasehave requested; and (vi) no Default or Event of Default exists. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified on and as of the Increase Effective Date, except to materiality, in which case, the extent that such representations and warranties are qualified by materiality, in which they shall be true and correct) on and as of the Commitment Increase Effective Datecorrect in all respects, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, (2) no Default or Event of Default exists or would arise therefrom and (B3) both before the Exempted Debt is less than fifteen (15%) of Consolidated Net Tangible Assets, (ii) the Borrowers, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to, the Additional Commitment IncreaseLenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (v) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; (vii) no Default or Event of Default exists. Borrower ; and (viii) if any Loan Party or any of its Subsidiaries owns any Margin Stock, Borrowers shall deliver or cause to be the Agent an updated Form U-1 (with sufficient additional originals thereof for each Lender), duly executed and delivered any by the Borrowers, together with such other customary documentsdocumentation as the Agent shall reasonably request, including, without limitation, legal opinions) as reasonably requested by in order to enable the Agent in connection and the Lenders to comply with any Commitment Increaseof the requirements under Regulations T, U or X of the FRB. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) if applicable, the Borrower, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such Commitment form as the Agent shall reasonably require; (iii) in connection with an Uncommitted Increase, the Borrower shall have paid such fees and other compensation to the Additional Commitment Lenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) in connection with an Uncommitted Increase, the Borrower shall have paid such arrangement fees to the Agent as the Borrower and the Agent may agree; (v) if requested by the Agent, the Borrower shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrower reasonably satisfactory to the Agent and dated such date; (vi) the Borrower and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. The Borrower shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any each Commitment Increase, : (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01; (ii) the Borrowers, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (Biii) both before the Borrowers shall have paid such fees and after giving effect other compensation to the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment IncreaseLenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this SectionSection 2.15.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party the Lead Borrower dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party the Lead Borrower (iA) certifying and attaching the resolutions adopted by such Loan Party the Lead Borrower approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article VArticle V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date and (2) except in the case of any representation and warranty qualified by materiality, in which case they shall be true and correct in all respects, and except that for purposes of this SectionSection 2.152.15, the representations and warranties contained in subsections (aa)(a) and (bb)(b) of Section 5.05 5.065.06 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.046.04, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation, if any, to the Revolving Lenders increasing their Revolving Commitments and to the Additional Commitment IncreaseLenders, as the Lead Borrower and such Revolving Lenders and Additional Commitment Lenders, as applicable, shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (v) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Revolving Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.052.05) to the extent necessary to keep the outstanding Committed Revolving Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, immediately before and immediately after giving effect to such increaseCommitment Increase, (Aii) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date (provided that, if a representation and (2) warranty is qualified as to materiality, the materiality qualifier set forth above shall be disregarded with respect to such representation and warranty for purposes of this Sectioncondition); (iii) the Borrowers shall have paid such fees and other compensation to the Additional CommitmentABL Lenders as the Lead Borrower and such Additional CommitmentABL Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (iv) if requested by the Agent, the representations Borrowers shall deliver to the Agent and warranties contained in subsections the ABL Lenders customary opinions from counsel to the Borrowers dated the Increase Effective Date; (av) the Borrowers and the Additional CommitmentABL Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (bvi) no Default or Event of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect to such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any CommittedABL Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding CommittedABL Loans ratable with any revised Applicable ABL Percentages arising from any nonratable increase in the ABL Commitments under this Section.. In no event shall the fees, interest rate and other compensation offered or paid in respect of any Commitment Increase have higher rates than the amounts paid and payable to the then existing ABL Lenders in respect of their ABL Commitments, unless the fees, interest rate and other compensation payable to the then existing ABL Lenders are increased to the same as those paid in connection with such new or additional ABL Commitments, except for the initial fee payable in respect of such new or additional commitment of aan ABL Lender. - 90- 6245414.1

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and after giving effect Xxxxx Fargo (or any Eligible Assignee or participant thereof, as applicable) shall have executed and delivered a Joinder to the Loan Documents in such Commitment Increaseform as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to Xxxxx Fargo (or any Eligible Assignee or participant thereof, as applicable) as set forth in the Fee Letter; (iv) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (v) the Borrowers and Xxxxx Fargo (or any Eligible Assignee or participant thereof, as applicable) shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vi) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Closing Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, immediately before and immediately after giving effect to such increaseCommitment Increase, (A1) the representations and warranties of each Loan Party contained in Article V and the or in any other Loan Documents Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Closing Date, and except (1i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct in all material respects as of such earlier date date, (ii) in the case of any representation and warranty qualified by materiality or “Material Adverse Effect”, such representation and warranty shall be true and correct in all respects, and (2iii) for purposes of this Section, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished to the Agent pursuant to clauses (a) and (b), respectively, of Section 6.01, (2) no Default or Event of Default has occurred and is continuing or would result therefrom, and (B3) both before and after giving effect the other conditions to the effectiveness of such Commitment IncreaseIncrease are satisfied, no Default exists. (ii) the Borrower, the Agent, and each Additional Commitment Lender (if not an existing Revolving Lender) shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment Lenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the Agent and/or the arrangers of such Commitment Increase as the Borrower and the Agent and/or such arrangers may agree; and (v) if reasonably requested by the Agent, the Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary Agent and the Additional Commitment Lenders customary opinions from counsel to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in Borrower and dated the Commitments under this SectionIncrease Closing Date.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to such increase in the amount of the Commitment of any Lender or new or additional Commitments of any Additional Commitment IncreaseLender, as the case may be (and a concurrent increase in the Aggregate Commitments), (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are shall be true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct as of such earlier date date, (ii) in the case of any representation and warranty qualified by “materiality”, “Material Adverse Effect” or similar language, they shall be true and correct in all respects, and (2iii) for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, (ii) the Borrowers shall have paid such fees and other compensation to Xxxxx Fargo or any Additional Commitment Lenders as the Lead Borrower and Xxxxx Fargo or such Additional Commitment Lenders shall agree, as the case may be; provided, that, in no event shall the fees (B) both before including any initial commitment fee), interest rate and after giving effect other compensation offered or paid in respect of additional Commitments or increase in Commitments have higher fees or rates than the amounts paid and payable to such Commitment Increasethe then existing Lenders in respect of their Commitments, no Default exists. Borrower shall deliver or cause 5048719.15048719.6 105 unless the fees, interest rate and other compensation payable to be delivered any other customary documents, including, without limitation, legal opinions) the then existing Lenders are increased to the same as reasonably requested by Agent those paid in connection with the additional Commitments or increase in Commitments; (iii) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (iv) no Default or Event of Default exists; (v) the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; and (vi) the Borrowers and any Additional Commitment IncreaseLender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any each Commitment Increase, : (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01; (ii) the Borrowers, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (Biii) both before the Borrowers shall have paid such fees and after giving effect other compensation to the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment IncreaseLenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Revolving Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Revolving Applicable Percentages arising from any nonratable increase in the Revolving Commitments under this SectionSection 2.15.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, Borrower (i) the Borrowers shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to the Additional Commitment IncreaseLenders as the Borrowers and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Borrowers and the Agent may agree; (v) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vi) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Administrative Borrower shall deliver to the Administrative Agent a certificate of each Loan Credit Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Credit Party (iA) certifying and attaching the resolutions adopted by such Loan Credit Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct as of such earlier date and (2) for purposes of this Section, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect to such Commitment Increase, no Default exists. each of the conditions set forth in Section 6.2 is then satisfied (subject to clause (c) below); (ii) the Borrowers, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to the Additional Commitment Lenders as the Administrative Borrower and such Additional Commitment Lenders shall deliver or cause agree; (iv) the Borrowers shall have paid such arrangement fees to be the Administrative Agent as the Administrative Borrower and the Administrative Agent may agree; and (v) the Borrowers and the Additional Commitment Lender shall have delivered any such other customary documentsinstruments, documents and agreements as the Administrative Agent may reasonably have requested, including, without limitation, legal an opinion or opinions) as , in form and substance reasonably requested by Agent in connection with any Commitment Increasesatisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent, and dated such date. Borrower The Borrowers shall prepay any Revolving Credit Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.4) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any revised Applicable Revolving Credit Commitment Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Loan Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Loan Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) for purposes no Default or Event of this SectionDefault exists or would arise therefrom, (ii) the Borrowers shall have paid such fees and other compensation to the Agent as the Lead Borrower and the Agent may agree; (iii) if requested by the Agent, the representations Borrowers shall deliver to the Agent and warranties contained the Lenders an opinion or opinions, in subsections form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (aiv) the Borrowers and the Lenders shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (bv) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect to such Commitment Increase, no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Revolving Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Revolving Loan Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseRevolving Commitment Increase, and (iiB) in the case of Borrower, certifying that, before and after giving effect to such increaseRevolving Commitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Revolving Loan Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before and after giving effect to such Commitment Increase, no Default exists. or Event of Default exists or would arise therefrom, (ii) the Lead Borrower shall deliver or cause to be delivered any the Agent a revised Business Plan; (iii) the Lead Borrower shall have paid such fees and other customary documentscompensation to each Lender as the Lead Borrower and such Lender shall agree, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date Origination Fee; (and pay any additional amounts required pursuant to Section 3.05iv) the Lead Borrower shall have paid such arrangement fees to the extent necessary to keep Agent as the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in Lead Borrower and the Commitments under this Section.Agent may agree; and (v) no

Conditions to Effectiveness of Commitment Increase. As a condition precedent Any Commitment Increase shall become effective as of such Increase Effective Date and shall be subject to any Commitment Increase, the following conditions precedent: (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties of each Loan Party contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1x) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, (y) in the case of any representation and warranty qualified by materiality or “Material Adverse Effect”, they shall be true and correct in all respects, and (2z) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would result therefrom, (ii) the Borrower, the Agent, and after giving effect any Lender and Additional Commitment Lender, as applicable, providing such Commitment Increase shall have executed and delivered an Incremental Amendment (as defined below) in form and substance reasonably acceptable to the Borrower, the Agent and the Lenders and Additional Commitment Lenders, as applicable, providing such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions(iii) as if reasonably requested by the Agent in connection with any such Commitment Increase. , the Borrower shall prepay any Loans outstanding on deliver to the Agent and the Lenders and Additional Commitment Increase Effective Date Lenders, as applicable, providing such Commitment Increase, a customary opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrower, and (iv) the Borrower shall have delivered such other instruments, documents and pay any additional amounts required pursuant to Section 3.05agreements, and shall have paid such fees (including arrangement and upfront fees) and expenses, to the extent necessary and as required by the Incremental Amendment as a condition precedent to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this SectionIncrease Effective Date.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V ARTICLE III and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such other than representations and warranties specifically refer that relate solely to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date (provided that any representations and (2) warranties which are qualified as to “materiality”, “Material Adverse Effect” or similar language are true and correct in all respects as of such respective dates), and except that for purposes of this SectionSECTION 2.02, the representations and warranties contained in subsections (aa)(i) and (ba)(ii) of Section 5.05 SECTION 3.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01SECTION 5.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Administrative Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to, the Additional Commitment IncreaseLenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) if requested by the Administrative Agent, the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Revolving Credit Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05SECTION 2.16) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any revised Applicable Commitment Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any Commitment Committed Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment proposed effective date of such Committed Increase (the “Increase Effective Date (in sufficient copies for each LenderDate”) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitted Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitted Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as subject to materiality, in which case, such representations and warranties are true and correctany materiality qualifiers contained therein) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which -77- case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before and after giving effect to such Commitment Increase, no Default exists. Borrower or Event of Default exists or would arise therefrom; (ii) the Borrowers shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent have paid such upfront fees in connection with any Commitment Increasesuch Committed Increase as are required pursuant to the Fee Letter; and (iii) no Default or Event of Default exists or would arise therefrom. Borrower If required by the Agent, the Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date date, and (2) in the case of any representation and warranty qualified by materiality, they shall be true and correct in all respects, and except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before and after giving effect to such Commitment Increase, no Default exists. or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (v) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or cause opinions, in form and substance reasonably satisfactory to be the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; (vii) no Default or Event of Default exists and (viii) if any Loan Party or any of its Subsidiaries owns any Margin Stock, the Borrowers shall deliver to the Agent an updated Form U-1 (with sufficient additional originals thereof for each Lender), duly executed and delivered by the Borrowers, together with such other customary documentsdocumentation as the Agent shall reasonably request, including, without limitation, legal opinions) as reasonably requested by in order to enable the Agent in connection and the Lenders to comply with any Commitment Increaseof the requirements under Regulations T, U or X of the FRB. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, (ii) the Borrowers, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to, in the case of any Committed Increase, Xxxxx Fargo, and in the case of the Uncommitted Increase, the Additional Commitment Lenders, as the Lead Borrower and Xxxxx Fargo or such Additional Commitment Lenders, as applicable, shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (Bvi) both before and after giving effect to such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Closing Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, immediately before and immediately after giving effect to such increaseCommitment Increase, (A1) the representations and warranties of each Loan Party contained in Article V and the or in any other Loan Documents Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true 94 and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Closing Date, and except (1i) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct in all material respects as of such earlier date date, (ii) in the case of any representation and warranty qualified by materiality or “Material Adverse Effect”, such representation and warranty shall be true and correct in all respects, and (2iii) for purposes of this Section, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished to the Agent pursuant to clauses (a) and (b), respectively, of Section 6.01, (2) no Default or Event of Default has occurred and is continuing or would result therefrom, and (B3) both before and after giving effect the other conditions to the effectiveness of such Commitment IncreaseIncrease are satisfied, no Default exists. (ii) the Borrower, the Agent, and each Additional Commitment Lender (if not an existing Revolving Lender) shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment Lenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the Agent and/or the arrangers of such Commitment Increase as the Borrower and the Agent and/or such arrangers may agree; and (v) if reasonably requested by the Agent, the Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary Agent and the Additional Commitment Lenders customary opinions from counsel to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in Borrower and dated the Commitments under this SectionIncrease Closing Date.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Revolving Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article ARTICLE V and the other Loan Documents are true and correct in all material respects (unless qualified as other than those subject to materiality, in which case, such representations materiality and warranties are then they shall be true and correctcorrect in all respects) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) any new Revolving Lender (a “Additional Lender” and each Additional Lender together with each existing Revolving Lender that participates in such Commitment Increase is referred to herein as “Additional Commitment Lender”) shall have executed and delivered a Joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to, the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) if requested by the Administrative Agent, the Borrowers shall deliver to the Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default exists. The Borrowers shall, in coordination with the Administrative Agent, prepay certain Committed Loans outstanding on the Increase Effective Date and incur additional Committed Loans from certain other Lenders with outstanding Committed Loans or Commitments (including any Additional Lender with Commitments), in each case to the extent necessary so that all of the Revolving Lenders with Commitments participate in each outstanding Committed Borrowing pro rata on the basis of their respective Commitments (after giving effect to any increase in the Total Revolving Commitment pursuant to this Section 2.15) and with the Borrower being obligated to pay to the respective Revolving Lenders any costs of the type referred to in Section 3.05 in connection therewith. At the time of any Commitment Increase pursuant to this Section 2.15, there shall be an automatic adjustment of the Applicable Percentages of the various Lenders based upon their Commitments after giving effect to the respective Commitment Increase so that all Revolving Lenders shall share in all Letters of Credit and outstandings pursuant thereto in accordance with their revised Applicable Percentages. Each of the parties hereto hereby agrees that, upon the effectiveness of any Commitment Increase under this Section 2.15, the Administrative Agent may (without the consent of any Lender) amend this Agreement to the extent (but only to the extent) necessary to reflect such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any the increase of the Maximum Commitment IncreaseAmount by the Increased Commitment Amount, Borrower (i) the Borrowers shall deliver to the Agent a certificate of each Loan Party Borrower dated as of the Commitment effective date of such increase (the “Increase Effective Date (in sufficient copies for each LenderDate”) signed by a Responsible an Authorized Officer of such Loan Party Borrower (iA) certifying and attaching the resolutions adopted by the board of directors (or other applicable governing body) of such Loan Party Borrower approving or consenting to such increaseincrease in the Maximum Commitment Amount, and (iiB) in the case of Borrower, certifying that, before and after giving effect to such increaseincrease in the Maximum Commitment Amount, (A) the representations and warranties contained in Article V 5 hereof and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations or warranties expressly relate to an earlier date (in which case such representations and warranties specifically refer to an earlier date, in which case they shall be so true and correct in all material respects as of such earlier date date); (ii) if applicable, the Borrowers, the Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid the fees to Agent owing to the Agent under the Fee Letter, and any Increased Commitment Fee payable to the Additional Commitment Lenders (with the understanding that, whether or not WFRF is an Additional Commitment Lender it shall be entitled to receive for its own account a fee equal to the highest fee payable to any Additional Commitment Lender), as the Borrowers, the Agent, and the Additional Commitment Lenders may agree; and (2iv) for purposes no Default or Event of this Section, Default shall exist or result from the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer increase to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect to such Maximum Commitment Increase, no Default existsAmount. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Loans Advances outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05this Agreement) and may borrow on a non-ratable basis from any Lender or Additional Commitment Lender committed to a portion of the applicable Increased Commitment Amount, in each case to the extent necessary to keep the outstanding Loans Advances ratable with any revised Applicable Percentages Pro Rata Share arising from any nonratable increase in the Commitments under this Section. Each of the parties hereto hereby agrees that the Agent may take any and all further action as may be reasonably necessary to ensure that all Advances in respect of Commitment Increases, when originally made, are included in each Borrowing of outstanding Advances on a pro rata basis.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, Borrower (i) the Borrowers shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrowers, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrowers shall have paid such fees and other compensation to the Additional Commitment IncreaseLenders as the Borrowers and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Borrowers and the Agent may agree; (v) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vi) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.. (f)

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any the Commitment Increase, : (i) Administrative Borrower shall deliver have delivered to Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in with sufficient copies for each Lender) signed by a Responsible Officer responsible officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increasethe Commitment Increase, and (iiB) in the case of BorrowerParent and Borrowers, certifying that, before and after giving effect to such increasethe Commitment Increase, (A) the representations and warranties contained in Article V Section 4 and the other Loan Documents are true and correct in all material respects (unless qualified as except that such materiality qualifier shall not be applicable to materiality, in which case, such any representations and warranties that already are true and correctqualified or modified by materiality in the text thereof) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so such representations and warranties are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date date; (ii) Loan Parties, Agent, and any Additional Commitment Lender that is not an existing Lender shall have executed and delivered a joinder to the Loan Documents in such form as Agent shall reasonably request; (iii) Borrowers shall have paid to Agent the fees set forth in the Fee Letter with respect to the Commitment Increase; (iv) Loan Parties shall have delivered to Agent and Lenders an opinion or opinions reasonably satisfactory to Agent from counsel to Loan Parties reasonably satisfactory to Agent and dated the Increase Effective Date; (v) Loan Parties and Additional Commitment Lenders shall have delivered such other instruments, documents and agreements as Agent shall reasonably request; and (2vi) for purposes no Default or Event of this Section, the representations Default shall have occurred and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both continuing either before and or after giving effect to such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any the Commitment Increase. Borrower Borrowers shall prepay any Loans Advances outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.12) to the extent necessary to keep the outstanding Loans Advances ratable with any the revised Applicable Percentages arising Pro Rata Shares of the Total Commitment that arise from any nonratable increase in the Commitments under this SectionSection 2.15; provided that Borrowers may use the proceeds of Advances from Additional Commitment Lenders to make such payments, which payments shall be applied, first, to that portion of the principal amount of the Advances composing Base Rate Loans, and second, to that portion of the principal amount of the Advances composing LIBOR Rate Loans.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, : (i) the Lead Borrower shall deliver have delivered to the Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01; (ii) the Borrowers, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (Biii) both before the Borrowers shall have paid such fees and other compensation to the Additional Commitment Lenders as the Lead Borrower, the Administrative Agent and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to BAS and the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (v) the Administrative Agent shall have adjusted the Average Daily Availability requirements set forth in the definition of the “Applicable Margin” as it deems appropriate in its reasonable discretion in order to preserve the original intent of such requirements; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default shall have occurred and be continuing. On each Increase Effective Date, each of the Lenders having a Commitment prior to such Increase Effective Date (the “Pre-Increase Lenders”) shall assign to any Additional Commitment Lender, at the principal amount thereof, such interests in the Loans and participation interests in L/C Obligations and Swing Line Loans outstanding on such Increase Effective Date as shall be necessary in order that, after giving effect to all such assignments and purchases, such Loans and participation interests in L/C Obligations and Swing Line Loans will be held by Pre-Increase Lenders and Additional Commitment Lenders ratably in accordance with their Commitments after giving effect to such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrowerthe Borrowers, certifying that, immediately before and immediately after giving effect to such increaseCommitment Increase, (Aii) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct in all material respects as of such earlier date (provided that, if a representation and (2) warranty is qualified as to materiality, the materiality qualifier set forth above shall be disregarded with respect to such representation and warranty for purposes of this Sectioncondition); (iii) the Borrowers shall have paid such fees and other compensation to the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrowers shall have paid such arrangement fees to the Agent as the Lead Borrower and the Agent may agree; (iv) if requested by the Agent, the representations Borrowers shall deliver to the Agent and warranties contained in subsections the Lenders customary opinions from counsel to the Borrowers dated the Increase Effective Date; (av) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (bvi) no Default or Event of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B) both before and after giving effect to such Commitment Increase, no Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section. In no event shall the fees, interest rate and other compensation offered or paid in respect of any Commitment Increase have higher rates than the amounts paid and payable to the then existing Lenders in respect of their Commitments, unless the fees, interest rate and other compensation payable to the then existing Lenders are increased to the same as those paid in connection with such new or additional Commitments, except for the initial fee payable in respect of such new or additional commitment of a Lender.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to Agent the Lender a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party the Borrower (iA) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such increaseCommitment Increase, and (iiB) in the case of Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.12, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a), (b) and (bc), respectively, of Section 6.01, and (B2) both before and after giving effect to such Commitment Increase, no Default exists. or Event of Default exists or would arise therefrom, (ii) if requested by the Lender, the Borrower shall deliver to the Lender an opinion or cause opinions, in form and substance reasonably satisfactory to be delivered any other customary documentsthe Lender, including, without limitation, legal opinionsfrom counsel to the Borrower reasonably satisfactory to the Lender and dated such date; (iii) as reasonably requested by Agent in connection with any Commitment Increase. the Borrower shall prepay any Loans outstanding on have delivered such other instruments, documents and agreements as the Commitment Increase Effective Date Lender may reasonably have requested; and (and pay any additional amounts required pursuant to Section 3.05iv) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Sectionno Default or Event of Default exists.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrower, the Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment IncreaseLenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the Agent as the Borrower and the Agent may agree; (v) if requested by the Agent, the Borrower shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrower reasonably satisfactory to the Agent and dated such date; (vi) the Borrower and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. The Borrower shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Lead Borrower shall deliver to the Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, Commitment Increase and (iiB) in the case of Borrowerthe Borrowers, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (B2) both before no Default or Event of Default exists or would arise therefrom; (ii) the Borrowers shall have paid such fees and after giving effect other compensation to Xxxxx Fargo; (iii) the Borrowers shall have paid such Commitment Increasearrangement fees to the Agent as the Lead Borrower and the Agent may agree; (v) if requested by the Agent, the Borrowers shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (vi) the Borrowers shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.05) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the ABL Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Revolving Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V III and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.22, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 3.04 shall be deemed to refer to the most recent statements furnished pursuant to clauses clause (a) and (b), respectively, of Section 6.015.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrower, the ABL Administrative Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered an agreement pursuant to which such Additional Commitment Lender shall have agreed to join the Loan Documents as a Revolving Lender thereunder, in such form as the ABL Administrative Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment Lenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the ABL Administrative Agent as the Borrower and the ABL Administrative Agent may agree; (v) if requested by the ABL Administrative Agent, the Borrower shall deliver to the ABL Administrative Agent and the Revolving Lenders an opinion or opinions, in form and substance reasonably satisfactory to the ABL Administrative Agent, from counsel to the Borrower reasonably satisfactory to the ABL Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the ABL Administrative Agent may reasonably have requested; (vii) no Default or Event of Default exists; and (viii) following payment in full of the Borrower’s obligations in respect of the Term Loan Facility, the Required Supplemental Term Lenders have consented to such Commitment Increase, no Default existsIncrease in their discretion. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.15) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Commitment Increase. As a condition precedent to any such Commitment Increase, (i) the Borrower shall deliver to the ABL Administrative Agent a certificate of each Loan Party dated as of the Commitment Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (iA) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increaseCommitment Increase, and (iiB) in the case of the Borrower, certifying that, before and after giving effect to such increaseCommitment Increase, (A1) the representations and warranties contained in Article V III and the other Loan Documents are true and correct in all material respects (unless qualified as to materiality, in which case, such representations and warranties are true and correct) on and as of the Commitment Increase Effective Date, and except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be so are true and correct as of such earlier date date, and (2) except that for purposes of this SectionSection 2.22, the representations and warranties contained in subsections subsection (a) and (b) of Section 5.05 3.04 shall be deemed to refer to the most recent statements furnished pursuant to clauses clause (a) and (b), respectively, of Section 6.015.01, and (B2) both before no Default or Event of Default exists or would arise therefrom, (ii) the Borrower, the ABL Administrative Agent, and after giving effect any Additional Commitment Lender shall have executed and delivered a Joinder to the Loan Documents in such form as the Agent shall reasonably require; (iii) the Borrower shall have paid such fees and other compensation to the Additional Commitment IncreaseLenders as the Borrower and such Additional Commitment Lenders shall agree; (iv) the Borrower shall have paid such arrangement fees to the ABL Administrative Agent as the Borrower and the ABL Administrative Agent may agree; (v) if requested by the ABL Administrative Agent, the Borrower shall deliver to the ABL Administrative Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrower reasonably satisfactory to the ABL Administrative Agent and dated such date; (vi) the Borrowers and the Additional Commitment Lender shall have delivered such other instruments, documents and agreements as the ABL Administrative Agent may reasonably have requested; and (vii) no Default or Event of Default exists. Borrower shall deliver or cause to be delivered any other customary documents, including, without limitation, legal opinions) as reasonably requested by Agent in connection with any Commitment Increase. Borrower The Borrowers shall prepay any Committed Loans outstanding on the Commitment Increase Effective Date (and pay any additional amounts required pursuant to Section 3.052.15) to the extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.