Common use of Conditions to Effectiveness of Increase Clause in Contracts

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 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, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with any

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the each Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 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, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower Borrowers shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyany Incremental Facility. The Borrowers shall prepay any Revolving Loans outstanding on the Revolving 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 Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the each Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V §7 and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.15§2.11, the representations and warranties contained in subsections (a) and (b) of Section 5.05 §7.4.2 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01the Lenders, (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the sum of the outstanding amount of the Revolving Increase Effective Date and for the most recent determination period, Credit Loans (after giving effect to any all amounts requested on the Increase Effective Date) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations plus the outstanding amount of Swing Line Loans does not exceed the lesser of (i) the Total Commitment at such Incremental Facility time and (ii) the Borrowing Base at such time and assuming such Incremental Facility were fully drawn), (D) the maturity date sum of the outstanding amount of the CAI Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations in respect of any portion Letters of such Incremental Facility shall be no earlier than Credit issued for the Maturity Date account of CAI, plus the Facility, outstanding amount of Swing Line Loans made to CAI do not exceed the lesser of (EA) the average life to maturity of the Loans in respect of Total Commitment at such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, time and (FB) all fees the Domestic Borrowing Base at such time. The applicable Borrower shall prepay any Revolving Credit Loans outstanding on the Increase Effective Date (and expenses owing in respect of such increase pay any additional amounts required pursuant to §5.9) to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Revolving Credit Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Commitment Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V VI and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.017.01, and (B) no Default exists, ; and (Cii) all financial covenants in Section 7.11 would be satisfied on Borrower shall deliver to Administrative Agent a Pro Forma Basis on certificate of each Loan Party dated as of the Revolving Increase Effective Date and (in sufficient copies for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (Deach Lender) the maturity date of the Loans in respect of any portion signed by a Responsible Officer of such Incremental Facility shall be no earlier than Loan Party (x) certifying and attaching the Maturity Date of the Facility, (E) the average life resolutions adopted by such Loan Party approving or consenting to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facilityincrease, and (Fy) all fees in the case of Borrower, certifying that the conditions set forth in Section 2.15(e)(i) have been satisfied. To the extent that the increase of the Commitments shall take the form of a new term loan tranche, this Agreement shall be amended, in form and expenses owing in respect of such increase substance satisfactory to the Administrative Agent and the Lenders shall have been paidBorrower, to include such terms as are customary for a term loan commitment. The Borrower shall prepay any Loans outstanding on the 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 Total Credit Exposure of any Lender under this Section, and each Loan Party shall execute and deliver such documents or cause to be delivered any other customary documents (including, without limitation, legal opinions) instruments as reasonably requested by the Administrative Agent may require to evidence such increase in connection with anythe Total Credit Exposure of any Lender and to ratify each such Loan Party’s continuing obligations hereunder and under the other Loan Documents.

Conditions to Effectiveness of Increase. As a condition conditions precedent to such increase, (i) the Borrower Borrowers shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrowers and the Guarantors approving or consenting to such increase, and (iiB) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.02 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (2) no Default exists and (ii)(A) upon the reasonable request of any Lender made at least ten days prior to the effectiveness of such increase, each Borrower shall have provided to such Lender, and such Lender shall be reasonably satisfied with, the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Act, in each case at least five days prior to the effectiveness of such increase; and (B) no Default existsat least five days prior to the effectiveness of such increase, (C) all financial covenants any Borrower that qualifies as a “legal entity customer” under the 58 Beneficial Ownership Regulation shall deliver, to each Lender that so requests, a Beneficial Ownership Certification in Section 7.11 would relation to such Borrower. To the extent that the increase of the Commitments shall take the form of a new term loan tranche, this Agreement shall be satisfied on a Pro Forma Basis amended, in form and substance reasonably satisfactory to the Agent, the Borrowers and the Lenders providing such term loan tranche to include such terms as are necessary and customary to implement such term loan commitments. The Borrowers shall prepay any Committed Loans outstanding on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 3.05) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Committed Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition conditions precedent to such increase, (1) the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each LenderAppropriate Lender under Tranche 1) 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 the BorrowerCompany, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, respects (without duplication of any materiality qualification included in each case, the terms of any such representation or warranty) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) as of such earlier date), and except that, that for purposes of this Section 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 (B) no Default existsexists and (2) (i) upon the reasonable request of any Appropriate Lender under Tranche 1 made at least ten (10) days prior to the Increase Effective Date, each Borrower shall have provided to such Lender the documentation and other information so requested in connection with its KYC Obligations, in each case at least five (C5) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on days prior to the Revolving Increase Effective Date and for (ii) at least five (5) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Appropriate Lender under Tranche 1 that so requests, a Beneficial Ownership Certification in relation to such Borrower. The Borrowers shall prepay any such Incremental Facility Committed Loans outstanding on the Increase Effective Date (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 3.05) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Committed Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent (i) a certificate of each Loan Party dated as of the Revolving 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 the BorrowerBorrowers, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, respects (or in each case, all respects in the case of a representation or warranty containing a materiality qualifier) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) as of such earlier date), and except that, that for purposes of this Section 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) no Default or Event of Default exists, and (Cii) all financial covenants (x) upon the request of any Lender made at least ten (10) days prior to the Increase Effective Date, the Borrowers shall have provided to such Lender, and such Lender shall be reasonably satisfied with, the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving PATRIOT Act, in each case at least five (5) days prior to the Increase Effective Date and for (y) at least five (5) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to any each Lender that so requests, a Beneficial Ownership Certification in relation to such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) Loan Party. To the maturity date extent that the increase of the Loans in respect Total Credit Exposure shall take the form of any portion of such Incremental Facility a new term loan tranche, this Agreement shall be no earlier than the Maturity Date of the Facilityamended, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, form and (F) all fees and expenses owing in respect of such increase substance satisfactory to the Administrative Agent and the Lenders shall have been paidAgent, to include such terms as are customary for a term loan commitment. The Borrower Borrowers shall prepay any Loans outstanding on the 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 Total Credit Exposure of any Lender under this Section 2.15, and each Loan Party shall execute and deliver such documents or cause to be delivered any other customary documents (including, without limitation, legal opinions) instruments as reasonably requested by the Administrative Agent may reasonably require to evidence such increase in connection with anythe Total Credit Exposure of any Lender and to ratify each such Loan Party’s continuing obligations hereunder and under the other Loan Documents. In addition, the Borrowers shall, to the extent requested by any Lender(s), deliver to such Lender(s), as of the Increase Effective Date, new Notes representing the Commitment(s) of such Xxxxxx(s).

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Company shall deliver to the Administrative Agent (i) such assurances, certificates, documents, consents or opinions as the Administrative Agent may reasonably request to be satisfied that such increase will not violate or cause a default under the Senior Note Documents or otherwise provide the holders of the Senior Notes the right to collateral to secure the obligations under the Senior Note Documents and (ii) a certificate of each Loan Party dated as of the Revolving 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 the BorrowerCompany, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.15Section, the representations and warranties contained in subsections clause (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) no Default exists. In connection with any Incremental Revolving Commitment, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis the Borrowers shall prepay any Revolving Credit Loans outstanding on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Revolving Credit Commitments under this Section. In connection with any Incremental Term Loans, such Incremental Facility were fully drawn), (D) the maturity date of the additional Term Loans in respect of any portion of such Incremental Facility shall be no earlier than made by the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase Term Lenders participating therein pursuant to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent procedures set forth in connection with anySection 2.02.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent (i) a certificate of each Loan Party dated as of the Revolving 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 the BorrowerBorrowers, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, respects (or in each case, all respects in the case of a representation or warranty containing a materiality qualifier) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (or in all respects in the case of a representation or warranty containing a materiality qualifier) as of such earlier date), and except that, that for purposes of this Section 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) no Default or Event of Default exists, and (Cii) all financial covenants (x) upon the request of any Lender made at least ten (10) days prior to the Increase Effective Date, the Borrowers shall have provided to such Lender, and such Lender shall be reasonably satisfied with, the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving PATRIOT Act, in each case at least five (5) days prior to the Increase Effective Date and for (y) at least five (5) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to any each Lender that so requests, a Beneficial Ownership Certification in relation to such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) Loan Party. To the maturity date extent that the increase of the Loans in respect Total Credit Exposure shall take the form of any portion of such Incremental Facility a new term loan tranche, this Agreement shall be no earlier than the Maturity Date of the Facilityamended, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, form and (F) all fees and expenses owing in respect of such increase substance satisfactory to the Administrative Agent and the Lenders shall have been paidAgent, to include such terms as are customary for a term loan commitment. The Borrower Borrowers shall prepay any Loans outstanding on the 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 Total Credit Exposure of any Lender under this Section 2.15, and each Loan Party shall execute and deliver such documents or cause to be delivered any other customary documents (including, without limitation, legal opinions) instruments as reasonably requested by the Administrative Agent may reasonably require to evidence such increase in connection with anythe Total Credit Exposure of any Lender and to ratify each such Loan Party’s continuing obligations hereunder and under the other Loan Documents. In addition, the Borrowers shall, to the extent requested by any Lender(s), deliver to such Lender(s), as of the Increase Effective Date, new Notes representing the Commitment(s) of such Lender(s).

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (i) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Borrower dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party the Borrower (ix) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) no Default exists and (B) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date)date and (ii) (x) upon the reasonable request of any Lender made at least seven days prior to the Increase Effective Date, the Borrower shall have provided to such Lender, and except that, for purposes of this Section 2.15such Lender shall be reasonably satisfied with, the representations documentation and warranties contained other information so requested in subsections (a) connection with applicable “know your customer” and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) anti-money-laundering rules and (b)regulations, respectively, of Section 6.01, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, the PATRIOT Act, in each case at least three days prior to the Increase Effective Date and (y) at least five days prior to the Increase Effective Date, to the extent the Borrower qualifies as a “legal opinionsentity customer” under the Beneficial Ownership Regulation, the Borrower shall have delivered, to each Lender that so requests at least 10 days prior to the Increase Effective Date, a Beneficial Ownership Certification in relation to the Borrower. The Borrower shall prepay any Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) as reasonably requested by to the Administrative Agent extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in connection with anythe Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (ix) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, 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, (B) no Default exists, exists and (C) all financial covenants the Borrower is in Section 7.11 would be satisfied compliance, on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after pro forma basis giving effect to any such Incremental Facility Loans or other Indebtedness incurred on the Increase Effective Date (and assuming such Incremental Facility were fully drawn), (Dany concurrent repayment of Indebtedness) the maturity date and other transactions in excess of the Loans Threshold Amount consummated since the last date on which a Compliance Certificate has been delivered, with the covenants contained in respect of any portion Section 7.07, recalculated as of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paidIncrease Effective Date. The Borrower shall deliver or cause prepay any Committed Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to be delivered Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date Date, except (or if 1) to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and (2) except that, that for purposes of this Section 2.152.16, (x) the representations and warranties contained in subsections (a), (b) and (bc) 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 (y) the representations and warranties contained in Section 5.13(a) shall be deemed to refer to the most recent update to Schedule 5.13(a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (z) the representations and warranties contained in the first and second sentences of Section 5.21 shall be deemed to refer to the most recent update to Schedule 5.21 furnished pursuant to Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date . The Applicable Percentages of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause be recalculated concurrently with the effectiveness of any increase in the Aggregate pursuant to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anythis Section 2.16.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (i) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (ix) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.04 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, ) of Section 6.01, and (B) no Default existsexists and (ii)(A) upon the reasonable request of any Lender made at least ten days prior to the Increase Effective Date, (C) all financial covenants the Borrower shall have provided to such Lender the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving Act, in each case at least five days prior to the Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (DB) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase at least five days prior to the Administrative Agent and Increase Effective Date, if the Lenders Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, the Borrower shall have been paiddeliver a Beneficial Ownership Certification. The Borrower shall deliver or cause prepay any Revolving Credit Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to be delivered Section 3.05) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Revolving Credit Percentages arising from any nonratable increase in the Administrative Agent in connection with anyRevolving Credit Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date Date, except (or if 1) to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and (2) except that, that for purposes of this Section 2.152.16, (x) the representations and warranties contained in subsections (a), (b) and (bc) 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 (y) the representations and warranties contained in Section 5.13(a) shall be deemed to refer to the most recent update to Schedule 5.13(a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (z) the representations and warranties contained in the first and second sentences of Section 5.21 shall be deemed to refer to the most recent update to Schedule 5.21 furnished pursuant to Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause prepay any Revolver Committed Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Revolver Committed Loans ratable with any revised Applicable Revolver Percentages arising from any nonratable increase in the Revolver Loan Commitments under this Section. The Applicable Revolver Percentages of the Lenders shall be delivered recalculated concurrently with the effectiveness of any other customary documents (including, without limitation, legal opinions) as reasonably requested by increase in the Administrative Agent in connection with anyAggregate Revolver pursuant to this Section 2.16.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date Date, except (or if 1) to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and (2) except that, that for purposes of this Section 2.152.16, (x) the representations and warranties contained in subsections (a), (b) and (bc) 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 (y) the representations and warranties contained in Section 5.13(a) shall be deemed to refer to the most recent update to Schedule 5.13(a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (z) the representations and warranties contained in the first and second sentences of Section 5.21 shall be deemed to refer to the most recent update to Schedule 5.21 furnished pursuant to Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date . The Applicable Percentages of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause be recalculated concurrently with the effectiveness of any increase in the Aggregate Commitments pursuant to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anythis Section 2.16.

Conditions to Effectiveness of Increase. As Any Incremental Increase shall become effective as of such Increase Effective Date; provided that each of the following conditions has been satisfied or waived by the Incremental Lenders as of such Incremental Effective Date, which in the case of an Incremental Term Loan to be used to finance a condition precedent Limited Condition Transaction, shall be subject to such increase, Section 1.13: (i) the Borrower Borrowing Agent shall deliver have delivered to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Incremental 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 increaseincrease (which, with respect to any such Loan Party, may, if applicable, be the resolutions entered into by such Loan Party in connection with the incurrence of the Obligations on the Fifth Amendment Effective Date), and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V V, in the case of the Borrowers, and the other Loan Documents areDocuments, in the case of each Loan Party party thereto, are true and correct in all material respects on and as of the Increase Effective Date (x) with respect except to representations the extent any such representation and warranties that contain a warranty is qualified by materiality qualificationor reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects), and (y) with respect except to the extent that such representations and warranties that do not contain a materiality qualificationspecifically refer to an earlier date, in which case they are true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, respects as of such earlier datedate (except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which case, such representation and warranty shall be true and correct in all respects), and except that, that for purposes of this Section 2.152.14, 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) no Default or Event of Default exists; (ii) the Administrative Agent and the Lenders providing such Incremental Increase shall have received at least five (5) days before the Increase Effective Date, (Ci) all financial covenants documentation and other information about the Loan Parties and their Subsidiaries that shall have been reasonably requested by the Administrative Agent or the Lenders providing such Incremental Increase in Section 7.11 would be satisfied on a Pro Forma Basis on writing at least ten (10) days prior to the Revolving Increase Effective Date and that the Administrative Agent and the Lenders reasonably determine is required by applicable regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including without limitation the Act and (ii) if any Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, a Beneficial Ownership Certification in relation to such Borrower for each Lender requesting such at least ten (10) days prior to the most recent determination periodIncrease Effective Date; (iii) each Incremental Increase shall constitute Obligations of the applicable Borrowers and, after giving effect subject to any Section 2.17(b), shall be secured and guaranteed with the other Credit Extensions on a pari passu basis; (iv) (1) in the case of each Incremental Term Loan and Term Loan Increase (the terms of which shall be set forth in the relevant Incremental Facility Amendment): (A) the All-In Yield applicable to such Incremental Facility (Term Loan or Term Loan Increase and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion and amortization of such Incremental Facility Term Loan or Term Loan Increase shall be no earlier as agreed by the Borrowing Agent and the Incremental Lenders making such Incremental Term Loan or Term Loan Increase, but will not in any event have a shorter weighted average life to maturity than the Maturity Date of the Facility, (E) the remaining weighted average life to maturity of the Loans Domestic Term Loan Facility or a maturity date earlier than the maturity date for the Domestic Term Loan Facility then in respect of such effect; and (B) except as provided above, all other terms and conditions applicable to any Incremental Facility Term Loan or Term Loan Increase, to the extent not consistent with the terms and conditions applicable to the Domestic Term Loan, shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase reasonably satisfactory to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyBorrowing Agent;

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the each Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 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, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower Borrowers shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyany Incremental Facility. The Borrowers shall borrow from each New Lender and from each Lender increasing its Commitment on the Revolving Increase Effective Date, and such Lenders shall make, Revolving Loans to the Borrowers (in the case of Eurodollar Rate Loans, with Eurodollar Rate(s) applying to the Interest Period(s) ending on the date(s) of any then outstanding Interest Period(s)), and the Borrowers shall prepay any Revolving Loans outstanding on the Revolving 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 Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section. Each Lender’s Applicable Percentage with respect to a Letter of Credit outstanding on the Revolving Increase Effective Date shall be recalculated in accordance with any revised Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (1) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, Borrower certifying that, immediately before and after giving effect to the such increase in Term Loans or Incremental Term Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, this Agreement are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and except that, that for purposes of this Section 2.152.11, 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 clause (a) and (b), respectively, of Section 6.01, and (B) no Default existsor Event of Default shall have occurred and be continuing at such time or would result from the increase in Term Loans or Incremental Term Facility on such Increase Effective Date, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F2) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders in connection with such increase in Term Loans or Incremental Term Facility shall have been paid. The Borrower paid on or prior to the Increase Effective Date to the extent provided in the applicable Incremental Term Supplement, (3) with respect to each Incremental Term Facility, such Incremental Term Facility shall deliver (i) not have a final maturity date earlier than the Maturity Date applicable to the Term Facility or cause a Weighted Average Life to Maturity shorter than the Weighted Average Life to Maturity of the Term Facility and (ii) be delivered any other customary documents secured by either a pari passu or junior lien on the Collateral, (including, without limitation, legal opinions4) as reasonably requested the Applicable Rate for the Incremental Term Loans shall be determined by the Administrative Agent Borrower and the lenders thereof; provided, that, in connection the case of any Incremental Term Loans that are secured by a Lien on the Collateral that is pari passu with anythe Lien securing the Term Loans, (A) in the event that the applicable margin for any Incremental Term Loans Incurred under such Incremental Term Facility exceeds the applicable margin for the Term Loans by more than 50 basis points, then the Applicable Rate for the Term Loans shall be adjusted so that the applicable margin for the Incremental Term Loans under such Incremental Term Facility does not exceed the applicable margin for the Term Loans by more than 50 basis points; provided, further, that the determination of the applicable margin for the Term Loans and Incremental Term Loans under the Incremental Term Facility shall include the following items: (x) interest rate margins and (y) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable to the Lenders in the primary syndication thereof (with OID being equated to interest based on an assumed four-year life to maturity) and shall exclude customary arrangement or commitment fees payable to the arrangers (or their affiliates) of such loans and (B) in the event that the Eurodollar Rate floor and/or Base Rate floor applicable to the Incremental Term Facility is greater than the Eurodollar Rate floor or Base Rate floor, respectively, applicable to the Term Loans, the Eurodollar Rate floor and/or Base Rate floor applicable to the Term Loans shall be adjusted to match such Eurodollar Rate floor or Base Rate floor applicable to the Incremental Term Loans but only to the extent an increase in the Eurodollar Rate floor or Base Rate floor applicable to the Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the Eurodollar Rate floor and Base Rate floor (but not the Applicable Rate) applicable to the Term Loans shall be increased to the extent of such differential between interest rate floors, and (5) subject to clause (4)(i), the amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent (i) a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, 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) no Default exists, (Cii) all financial covenants in Section 7.11 would be satisfied on new Notes to each Lender who requests a Pro Forma Basis on Note, to the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date extent required as a result of the Loans increase in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the applicable Facility, (Eiii) an opinion of counsel as to the average life to maturity corporate (or partnership or limited liability company) authorization of the Loans in respect of such Incremental Facility shall be no shorter than Borrower and the remaining average life to maturity Guarantors of the Facilityincrease, substantively in the form delivered on the Closing Date, and (Fiv) all fees and expenses owing in respect of if such increase involves an increase of the Term Commitments, an amendment to this Agreement signed by the Borrower, the Administrative Agent and such Lenders providing such increase to amend the Lenders necessary provisions of this Article II to account for such increase in Term Commitments; provided that, the amount of each quarterly amortization payments due to any Term Lender under Section 2.07(a) shall have been paidnot be decreased without the consent of such Term Lender. The Borrower shall deliver or cause prepay any Revolving Credit Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to be delivered Section 3.05) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Revolving Credit Percentages arising from any nonratable increase in the Administrative Agent in connection with anyRevolving Credit Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) Date, signed by a Responsible Officer of such Loan Party Borrower, in form and substance satisfactory to Administrative Agent (ix) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V 6 and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.10, the representations and warranties contained in subsections (a) and (b) of Section 5.05 7.1 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.017.1, (B) the proposed increase will not violate the terms and conditions of the Bond Indenture, and (C) no Default exists. Additionally, Borrower shall pay to Administrative Agent (Ci) all financial covenants a non-refundable fee in Section 7.11 would an amount to be satisfied on a Pro Forma Basis determined by Administrative Agent based upon prevailing market conditions at the time of such increase, for the account of each Lender that increases its Commitment, and (ii) any amounts set forth in the Fee Letter. Furthermore, Borrower shall prepay any Loans outstanding on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 3.5) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the (i) each Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 Borrower approving or consenting to such increase, and (iiB) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (Ax) the representations and warranties contained in Article V and the other Loan Credit Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.153.20, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.1 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.016.1, and (By) no Default exists, exists and (Cii)(A) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on upon the Revolving reasonable request of any Lender made at least three (3) days prior to the Increase Effective Date Date, each Borrower shall have provided to such Lender, and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility Lender shall be no earlier than reasonably satisfied with, the Maturity Date of the Facilitydocumentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, the Act, in each case at least seven (7) days prior to the Increase Effective Date and (B) at least three (3) days prior to the Increase Effective Date, any Borrower that qualifies as a “legal opinions) as reasonably requested by entity customer” under the Administrative Agent Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in connection relation to such Borrower. The Borrowers shall prepay any Revolving Loans outstanding on the Increase Effective Date to the extent necessary to keep the outstanding Revolving Loans ratable with anyany revised Revolving Commitment Percentages arising from any nonratable increase in the Revolving Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the (i) Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (iiB) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the ​ (a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (2) the representations and warranties contained in Article V the first and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) second sentences of Section 5.05 5.21 shall be deemed to refer to the most recent statements update to Schedule 5.21 furnished pursuant to clauses (a) Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (b), respectively, of Section 6.01, (B3) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (Fii)(x) all fees and expenses owing in respect upon the reasonable request of such increase any Lender made at least five days prior to the Administrative Agent and the Lenders Increase Effective Date, Borrower shall have been paid. The Borrower provided to such Lender, and such Lender shall deliver or cause to be delivered any reasonably satisfied with, the documentation and other customary documents (information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act, in each case at least five days prior to the Increase Effective Date and (y) at least five days prior to the Increase Effective Date, any Loan Party that qualifies as a “legal opinions) as reasonably requested by entity customer” under the Administrative Agent Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in connection relation to such Loan Party. The Applicable Percentages of the Lenders shall be recalculated concurrently with anythe effectiveness of any increase in the Aggregate Commitments pursuant to this Section 2.13.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (1) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the such increase in Term Loans or Incremental Term Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, this Agreement are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and except that, that for purposes of this Section 2.152.13, 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 clause (a) and (b), respectively, of Section 6.01, and (B) no Default existsor Event of Default shall have occurred and be continuing at such time or would result from the increase in Term Loans or Incremental Term Facility on such Increase Effective Date, (C2) all financial covenants fees and expenses of the Administrative Agent and the Lenders in Section 7.11 would be satisfied connection with such increase in Term Loans or Incremental Term Facility shall have been paid on a Pro Forma Basis on or prior to the Revolving Increase Effective Date and for to the most recent determination periodextent provided in the applicable Incremental Term Supplement, (3) on such Increase Effective Date, on a pro forma basis after giving effect to any such increase in Term Loans or Incremental Facility Term Facility, the Borrower’s Consolidated Leverage Ratio shall be less than 3.00:1.00, recomputed as of the last day of the most recently ended fiscal quarter for which financial statements have been delivered pursuant to Section 6.01, (and assuming 4) with respect to each Incremental Term Facility, such Incremental Term Facility were fully drawn), shall (Di) the not have a final maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of applicable to the Facility, (E) Term Facility or a weighted average life to maturity shorter than the weighted average life to maturity of the Term Facility and (ii) be secured by either a pari passu or junior lien on the Term Priority Collateral, (5) the Applicable Rate for the Incremental Term Loans shall be determined by the Borrower and the lenders thereof; provided, that (A) in respect the event that the applicable margin for the Incremental Term Loans under such Incremental Term Facility exceeds the applicable margin for the Term Loans by more than 50 basis points, then the Applicable Rate for the Term Loans shall be adjusted so that the applicable margin for the Incremental Term Loans under such Incremental Term Facility does not exceed the applicable margin for the Term Loans by more than 50 basis points; provided, further, that the determination of the applicable margin for the Term Loans and Incremental Term Loans under the Incremental Term Facility shall include the following items: (x) interest rate margins and (y) OID or upfront fees (which shall be deemed to constitute like amounts of OID) payable to the Lenders in the primary syndication thereof (with OID being equated to interest based on an assumed four-year life to maturity) and shall exclude customary arrangement or commitment fees payable to the arrangers (or their affiliates) of such loans and (B) in the event that the Eurodollar Rate floor and/or Base Rate floor applicable to the Incremental Term Facility is greater than the Eurodollar Rate floor or Base Rate floor, respectively, applicable to the Term Loans, the Eurodollar Rate floor and/or Base Rate floor applicable to the Term Loans shall be no shorter than adjusted to match such Eurodollar Rate floor or Base Rate floor applicable to the remaining average life to maturity of the FacilityIncremental Term Loans, and (F6) all fees and expenses owing in respect of such increase subject to clause (4)(i), the amortization schedule applicable to the Administrative Agent Incremental Term Loans shall be determined by the Borrower and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anylenders thereof.

Conditions to Effectiveness of Increase. As a condition conditionconditions precedent to such increase, (1) the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each LenderAppropriate Lender under Tranche 1) 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 the BorrowerCompany, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, respects (without duplication of any materiality qualification included in each case, the terms of any such representation or warranty) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) as of such earlier date), and except that, that for purposes of this Section 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 (B) no Default existsexists and (2) (i) upon the reasonable request of any Appropriate Lender under Tranche 1 made at least ten (10) days prior to the Increase Effective Date, each Borrower shall have provided to such Lender the documentation and other information so requested in connection with its KYC Obligations, in each case at least five (C5) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on days prior to the Revolving Increase Effective Date and for (ii) at least five (5) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Appropriate Lender under Tranche 1 that so requests, a Beneficial Ownership Certification in relation to such Borrower. The Borrowers shall prepay any such Incremental Facility Committed Loans outstanding on the Increase Effective Date (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 3.05) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Committed Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent (i) a customary opinion of counsel to the Loan Parties, addressed to the Administrative Agent and each Lender, covering such matters as may be reasonably requested by the Administrative Agent in connection with such increase and (ii) a certificate of each Loan Party dated as of the Revolving Credit 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, (B) in the case of the Borrower, certifying, as of such date, giving effect to amounts drawn or to be drawn under the Aggregate Commitments (as increased pursuant to this Section 2.13) as of such date, pro forma compliance with the financial covenants contained in Section 7.11 as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b), and (iiC) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article ARTICLE V and the other Loan Documents are, are true and correct in all material respects (x) except with respect to representations and warranties that contain a materiality qualificationwhich are expressly qualified by materiality, which shall be true and correct in all respects) on and as of the Revolving Credit Increase Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (y) except with respect to representations and warranties that do not contain a materiality qualificationwhich are expressly qualified by materiality, which shall be true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, ) as of such earlier date), and except that, that for purposes of this Section 2.152.13, 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) no Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with any.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 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, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyany Incremental Facility. The Borrower shall borrow from each New Lender and from each Lender increasing its Commitment on the Revolving Increase Effective Date, and such Lenders shall make, Revolving Loans to the Borrower (in the case of Term SOFR Loans, with Adjusted Term SOFR Rate(s) applying to the Interest Period(s) ending on the date(s) of any then outstanding Interest Period(s)), and the Borrower shall prepay any Revolving Loans outstanding on the Revolving 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 Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section. Each Lender’s Applicable Percentage with respect to a Letter of Credit outstanding on the Revolving Increase Effective Date shall be recalculated in accordance with any revised Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the each Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 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, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower Borrowers shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyany Incremental Facility. The Borrowers shall borrow from each New Lender and from each Lender increasing its Commitment on the Revolving Increase Effective Date, and such Lenders shall make, Revolving Loans to the Borrowers (in the case of Eurodollar Rate Loans, with Eurodollar Rate(s) applying to the Interest Period(s) ending on the date(s) of any then outstanding Interest Period(s)), and the Borrowers shall prepay any Revolving Loans outstanding on the Revolving 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 Applicable Revolving Percentages arising from any [***] Certain information contained in this document, marked by brackets, has been omitted because it is both not material and would be competitively harmful if publicly disclosed. nonratable increase in the Commitments under this Section. Each Lender’s Applicable Percentage with respect to a Letter of Credit outstanding on the Revolving Increase Effective Date shall be recalculated in accordance with any revised Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall pay any fees agreed to in connection therewith and deliver to the Administrative Agent a certificate of each Facility Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Facility Loan Party (i) certifying and attaching the resolutions adopted by such Facility Loan Party approving or consenting to such increaseincrease (or confirming that the resolutions previously adopted remain in effect), and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, such increase: (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respectscorrect, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct, in all material respects, as of such earlier date), and except that, that for purposes of this Section 2.152.14, 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, , (B) no Default or Event of Default exists, QB\033578.02011\28349393.9 (C) all financial covenants in Section 7.11 would be satisfied on the event of a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination periodNew Term Loan, after giving effect to any such Incremental Facility New Term Loan, the Total Outstandings do not exceed: (and assuming such Incremental Facility were fully drawn)1) Prior to an Unsecured Conversion, the Borrowing Base and, (2) after an Unsecured Conversion, the Borrowing Base minus Permitted Unsecured Debt, and (D) the maturity date Borrower is in compliance, on a pro forma basis, with the financial covenants in Section 7.11. In the event of an increase in the Aggregate Revolving Commitments, the Borrower shall prepay any Committed Revolving Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Committed Revolving Loans ratable with any revised Applicable Percentages arising from any nonratable increase in respect the Revolving Commitments under this Section. In the event of any portion of increase in any existing Term Loan or any New Term Loan, the Borrower and the Lenders providing such Incremental Facility increase in the existing Term Loan or New Term Loan, as applicable, shall be no earlier than the Maturity Date of the Facilityenter into an amendment to this Agreement as is necessary to evidence such increase or New Term Loan and all issues related thereto, (E) the average life to including but not limited to, amount, pricing and maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase or New Term Loan, as applicable, and all Lenders not providing such increase or New Term Loan hereby consent to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, such limited scope amendment without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyfuture consent rights.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (i) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party the Borrower (ix) certifying and attaching the resolutions adopted by such Loan Party the Borrower approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and except that, that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.04 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists, exists or would result therefrom and (Cii) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on (x) upon the Revolving reasonable request of any Lender made at least ten (10) days prior to the Increase Effective Date Date, the Borrower shall have provided to such Lender, and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility Lender shall be no earlier than reasonably satisfied with, the Maturity Date of the Facilitydocumentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, the PATRIOT Act, in each case at least five (5) days prior to the Increase Effective Date and (y) at least five (5) days prior to the Increase Effective Date, if the Borrower qualifies as a “legal opinionsentity customer” under the Beneficial Ownership Regulation, the Borrower shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification. The Borrower shall prepay any Committed Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) as reasonably requested by to the Administrative Agent extent necessary to keep the outstanding Committed Loans ratable with any revised Applicable Percentages arising from any nonratable increase in connection with anythe Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date Date, except (or if 1) to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and (2) except that, that for purposes of this Section 2.152.16, (x) the representations and warranties contained in subsections (a), (b) and (bc) 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 (y) the representations and warranties contained in Section 5.13(a) shall be deemed to refer to the most recent update to Schedule 5.13(a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (z) the representations and warranties contained in the first and second sentences of Section 5.21 shall be deemed to refer to the most recent update to Schedule 5.21 furnished pursuant to Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date . The Applicable Percentages of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause be recalculated concurrently with the effectiveness of any increase in the Aggregate pursuant to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anythis Section 2.16.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (i) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (ix) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, the representations and warranties contained in subsections (a) and (b) of Section 5.05 5.04 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, ) of Section 6.01, and (B) no Default existsexists and (ii)(A) upon the reasonable request of any Lender made at least ten days prior to the Increase Effective Date, (C) all financial covenants the Borrower shall have provided to such Lender the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving Act, in each case at least five days prior to the Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (DB) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase at least five days prior to the Administrative Agent and Increase Effective Date, if the Lenders Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, the Borrower shall have been paiddeliver a Beneficial Ownership Certification. The Borrower shall deliver or cause prepay any Committed Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to be delivered Section 3.05) to the extent necessary to keep the outstanding Committed Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 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 (B) no Default exists. Upon the Increase Effective Date, (Cx) all financial covenants the Aggregate Commitment will be deemed to have increased by the amount of such Commitment increase pursuant to this Section 2.14, (y) entries in Section 7.11 would the Register will be satisfied on a Pro Forma Basis revised to reflect the revised Commitments and Applicable Percentages of each of the Lenders (including each new Lender) and (z) the outstanding Loans will be reallocated on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity effective date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase among the Lenders in accordance with their revised Applicable Percentages and the Lenders (including each new Lender) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 3.05 in connection with such reallocation as if such reallocation were a repayment; provided, that the Administrative Agent and agrees to cooperate with the Lenders shall have been paid. The Borrower shall deliver or cause with respect to be delivered the timing of such reallocation so as to minimize any other customary documents (including, without limitation, legal opinions) as reasonably requested incurrence by the Administrative Agent in connection with anyBorrower of costs required pursuant to Section 3.05.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, (1) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the such increase in Term Loans or Incremental Term Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, this Agreement are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and except that, that for purposes of this Section 2.152.12, 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 clause (a) and (b), respectively, of Section 6.01, and (B) no Default existsor Event of Default shall have occurred and be continuing at such time or would result from the increase in Term Loans or Incremental Term Facility on such Increase Effective Date, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F2) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders in connection with such increase in Term Loans or Incremental Term Facility shall have been paid. The Borrower paid on or prior to the Increase Effective Date to the extent provided in the applicable Incremental Term Supplement, (3) with respect to each Incremental Term Facility, such Incremental Term Facility shall deliver (i) not have a final maturity date earlier than the Maturity Date applicable to the Term Facility or cause a Weighted Average Life to Maturity shorter than the Weighted Average Life to Maturity of the Term Facility and (ii) be delivered any other customary documents secured by either a pari passu or junior lien on the Collateral, (including, without limitation, legal opinions4) as reasonably requested the Applicable Rate for the Incremental Term Loans shall be determined by the Administrative Agent Borrower and the lenders thereof; provided, that, in connection the case of any Incremental Term Loans that are secured by a Lien on the Collateral that is pari passu with anythe Lien securing the Term Loans, (A) in the event that the applicable margin for any Incremental Term Loans Incurred under such Incremental Term Facility on or prior to the date that is 18 months after the Closing Date exceeds the applicable margin for the Term Loans by more than 50 basis points, then the Applicable Rate for the Term Loans shall be adjusted so that the applicable margin for the Incremental Term Loans under such Incremental Term Facility does not exceed the applicable margin for the Term Loans by more than 50 basis points; provided, further, that the determination of the applicable margin for the Term Loans and Incremental Term Loans under the Incremental Term Facility shall include the following items: (x) interest rate margins and (y) OID or upfront fees (which shall be deemed to constitute like amounts of OID) payable to the Lenders in the primary syndication thereof (with OID being equated to interest based on an assumed four-year life to maturity) and shall exclude customary arrangement or commitment fees payable to the arrangers (or their affiliates) of such loans and (B) in the event that the Eurodollar Rate floor and/or Base Rate floor applicable to the Incremental Term Facility is greater than the Eurodollar Rate floor or Base Rate floor, respectively, applicable to the Term Loans, the Eurodollar Rate floor and/or Base Rate floor applicable to the Term Loans shall be adjusted to match such Eurodollar Rate floor or Base Rate floor applicable to the Incremental Term Loans but only to the extent an increase in the Eurodollar Rate floor or Base Rate floor applicable to the Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the Eurodollar Rate floor and Base Rate floor (but not the Applicable Rate) applicable to the Term Loans shall be increased to the extent of such differential between interest rate floors, and (5) subject to clause (4)(i), the amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving Credit Increase Effective Date (in sufficient copies for each LenderRevolving Lender increasing its Revolving Commitment (if any) and each new Revolving Lender (if any)) signed by a Responsible Officer of each such Loan Party Borrower (i) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such increase, and (ii) in the case of the BorrowerCompany, certifying that, immediately before and immediately after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V VI are true and the other Loan Documents arecorrect in all material respects (or, (x) with respect if any such representation and warranty is qualified by reference to representations and warranties that contain a materiality qualificationor Material Adverse Effect, it shall be true and correct in all respects, ) on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such Revolving Credit Increase Effective Date (y) with respect except to the extent such representations and warranties that do not contain a materiality qualificationexpressly refer to an earlier date, in which case they shall be true and correct in all material respects (or, if any such representation and warranty is qualified by reference to materiality or Material Adverse Effect, it shall be true and correct in all respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, ) as of such earlier date), and except that, that for purposes of this Section 2.152.20(c)(ii)(A), the representations and warranties contained in subsections (aSection 6.11(a)(i) and (bSection 6.11(a)(ii) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSection 7.01(a) and (bSection 7.01(b)), respectively, of Section 6.01, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis . The Borrowers shall prepay any Revolving Loans outstanding on the Revolving Credit Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 4.05) to the maturity date of extent necessary to keep the outstanding Revolving Loans ratable with any revised Applicable Percentages arising from any nonratable increase in respect of any portion of such Incremental Facility the Revolving Commitments under this Section 2.20. Schedule 2.01 shall be no earlier than deemed revised to include any increase in the Maturity Date of the Facility, (E) the average life Revolving Credit Facility under this Section 2.20 and to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life include thereon any Person that becomes a Revolving Lender pursuant to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anythis Section 2.20.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the (i) Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (ix) certifying and attaching the resolutions adopted by such Loan Party with respect to the transactions contemplated hereunder (including such increase) and delivered on the Closing Date remain in full force and effect or certifying new resolutions of such Loan Party approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V VII and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects (without duplication of any materiality qualifiers therein) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualifiers therein) as of such earlier date), and except that, that for purposes of this Section 2.15, the representations and warranties contained in subsections (aeach of Sections 7.05(a) and (b7.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 8.01(a) and (b8.01(b), respectively, of Section 6.01, and (B) no Default exists, and (Cii) all financial covenants (x) upon the reasonable request of any Additional Lender made at least seven (7) days prior to the Increase Effective Date, Borrower shall have provided to such Additional Lender, and such Additional Lender shall be reasonably satisfied with, the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving Act, in each case at least three (3) days prior to the Increase Effective Date and for (y) at least three (3) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to any each Lender that so requests, a Beneficial Ownership Certification in relation to such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) Loan Party. To the maturity date extent that the increase of the Loans in respect Total Credit Exposure shall take the form of any portion of such Incremental Facility a new term loan tranche, this Agreement shall be no earlier than the Maturity Date of the Facilityamended, (E) the average life in form and substance reasonably satisfactory to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paidBorrower, to include such terms as are customary for a term loan commitment. The Borrower shall prepay any Loans outstanding on the 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 Total Credit Exposure of any Lender under this Section 2.15, and each Loan Party shall execute and deliver such documents or cause to be delivered any other customary documents (including, without limitation, legal opinions) instruments as reasonably requested by the Administrative Agent may reasonably require to evidence such increase in connection with anythe Total Credit Exposure of any Lender and to ratify each such Loan Party’s continuing obligations hereunder and under the other Loan Documents.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date Date, except (or if 1) to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and (2) except that, that for purposes of this Section 2.152.16, (x) the representations and warranties contained in subsections (a), (b) and (bc) 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 (y) the representations and warranties contained in Section 5.13(a) shall be deemed to refer to the most recent update to Schedule 5.13(a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (z) the representations and warranties contained in the first and second sentences of Section 5.21 shall be deemed to refer to the most recent update to Schedule 5.21 furnished pursuant to Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause prepay any Revolver Committed Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Revolver Committed Loans ratable with any revised Applicable Revolver Percentages arising from any nonratable increase in the Revolver Loan Commitments under this Section. The Applicable Revolver Percentages of the Lenders shall be delivered recalculated concurrently with the effectiveness of any other customary documents (including, without limitation, legal opinions) as reasonably requested by increase in the Administrative Agent in connection with anyAggregate Revolver pursuant to this Section 2.16.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lenderi) 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, 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) no Default exists, (Cii) all financial covenants new Notes to each Revolving Credit Lender who requests a Note, to the extent required as a result of the increase in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Credit Facility, and (Fiii) all fees and expenses owing in respect an opinion of such increase counsel as to the Administrative Agent corporate (or partnership or limited liability company) authorization of the Borrower and the Lenders shall have been paidGuarantors of the increase, substantively in the form delivered on the Closing Date. The Borrower shall deliver or cause prepay any Revolving Credit Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to be delivered Section 3.05) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Revolving Credit Percentages arising from any nonratable increase in the Administrative Agent in connection with anyRevolving Credit Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving 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 Borrower approving or consenting to such increase, and (ii) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects on and as of the Revolving Increase Effective Date Date, except (or if 1) to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date), and (2) except that, that for purposes of this Section 2.152.16, (x) the representations and warranties contained in subsections (a), (b) and (bc) 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 (y) the representations and warranties contained in Section 5.13(a) shall be deemed to refer to the most recent update to Schedule 5.13(a) furnished pursuant to Section 6.02(a)(ii) and shall be true and correct in all material respects as of the effective date of such update, (z) the representations and warranties contained in the first and second sentences of Section 5.21 shall be deemed to refer to the most recent update to Schedule 5.21 furnished pursuant to Section 6.02(a)(i), and shall be true and correct in all material respects as of the effective date of such update, and (B) no Default or Event of Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause prepay any Committed Loans outstanding on the 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. The Applicable Percentages of the Lenders shall be delivered recalculated concurrently with the effectiveness of any other customary documents (including, without limitation, legal opinions) as reasonably requested by increase in the Administrative Agent in connection with anyAggregate Commitments pursuant to this Section 2.16.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, , (i) the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party the Borrower dated as of the Revolving 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 increase, and (iiB) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (Ax) the representations and warranties contained in Article V and the other Loan Documents are, (x1) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respectscorrect, on and as of the Increase Effective Date and (y2) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date)Date, and except that, that for purposes of this Section 2.15Section, 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 (By) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date both before and for the most recent determination period, after giving effect to any such Incremental Facility Increase, no Default exists; (ii) if the Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, the Borrower shall deliver a Beneficial Ownership Certification to each Lender that so requests such certification at least five (5) days prior to the Increase Effective Date; (iii) upon the reasonable request of any Lender made at least ten (10) days prior to the proposed Increase Effective Date, the Borrower shall have provided to such Lender the documentation and assuming other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the PATRIOT Act, in each case at least five (5) days prior to such Incremental Facility were fully drawn), closing date; and (Div) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyany increase. The Borrower shall prepay any Revolving Loans outstanding on the 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 Applicable Percentages arising from any non-ratable increase in the Revolving Commitments under this Section 2.16.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the (i) Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (ix) certifying and attaching the resolutions adopted by such Loan Party with respect to the transactions contemplated hereunder (including such increase) and delivered on the Closing Date remain in full force and effect or certifying new resolutions of such Loan Party approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V VII and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects (without duplication of any materiality qualifiers therein) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualifiers therein) as of such earlier date), and except that, that for purposes of this Section 2.152.12, the representations and warranties contained in subsections (aeach of Sections 7.05(a) and (b7.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 8.01(a) and (b8.01(b), respectively, of Section 6.01, and (B) no Default exists, and (Cii) all financial covenants (x) upon the reasonable request of any Additional Lender made at least seven (7) days prior to the Increase Effective Date, Borrower shall have provided to such Additional Lender, and such Additional Lender shall be reasonably satisfied with, the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving Act, in each case at least three (3) days prior to the Increase Effective Date and for (y) at least three (3) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in relation to such Loan Party. Each Loan Party shall execute and deliver such documents or instruments as Administrative Agent may reasonably require to evidence such increase in the Loans of any Lender and to ratify each such Incremental Facility Loan Party’s continuing obligations hereunder and under the other Loan Documents. (and assuming such Incremental Facility were fully drawn), (Dn) the maturity date Section 3.03 of the Loans Credit Agreement is hereby deleted in respect of any portion of such Incremental Facility shall be no earlier than its entirety and replaced with the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyfollowing:

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party Borrower dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) Date, signed by a Responsible Officer of such Loan Party Borrower, in form and substance satisfactory to Administrative Agent (ix) certifying and attaching the resolutions adopted by such Loan Party Borrower approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V 6 and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.10, the representations and warranties contained in subsections (a) and (b) of Section 5.05 7.1 shall be deemed to refer to the most recent statements furnished pursuant to clauses subsections (a) and (b), respectively, of Section 6.017.1, (B) the proposed increase will not violate the terms and conditions of the Bond Indenture, and (C) no Default exists. Additionally, Borrower shall pay to Administrative Agent (Ci) all financial covenants a non-refundable fee in Section 7.11 would be satisfied on a Pro Forma Basis an amount equal to one-half of one percent (0.50%) of the amount of the increase, for the account of each Lender that increases its Commitment, and (ii) any amounts set forth in the Fee Letter. Furthermore, Borrower shall prepay any Loans outstanding on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 3.5) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, 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 subsections (a) and (b), respectively, of Section 6.01, and (B) no Default exists, (C) all financial covenants in Section 7.11 or Event of Default has occurred and is continuing or would be satisfied on a Pro Forma Basis on result therefrom. On the Revolving Increase Effective Date Date, each Lender (including any new Lender) participating in such Commitment increase shall purchase and for assume from each existing Lender having Loans outstanding on such Increase Effective Date, without recourse or warranty, an undivided interest and participation, to the most recent determination period, extent of such Lender’s ratable portion of the Aggregate Commitments (after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawnCommitment increase), (D) in the maturity date aggregate Loans then outstanding, so as to ensure that, on the Increase Effective Date after giving effect to such Commitment increase, each Lender is owed only its ratable portion of the Loans in respect of any portion of outstanding on such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyIncrease Effective Date.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent (i) a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A1) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, 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) no Default exists, (Cii) all financial covenants new Revolving Credit Notes to each Lender who requests a Note, to the extent required as a result of the increase in Section 7.11 would be satisfied on a Pro Forma Basis the Revolving Credit Facility and (iii) an opinion of counsel as to the corporate (or partnership or limited liability company) authorization of the Borrower and the Guarantors of the increase, substantively in the form delivered on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paidClosing Date. The Borrower shall deliver or cause prepay any Revolving Credit Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to be delivered Section 3.05) to the extent necessary to keep the outstanding Revolving Credit Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Revolving Credit Percentages arising from any nonratable increase in the Administrative Agent in connection with anyRevolving Credit Commitments under this Section.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the (i) Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (ix) certifying and attaching the resolutions adopted by such Loan Party with respect to the transactions contemplated hereunder (including such increase) and delivered on the Closing Date remain in full force and effect or certifying new resolutions of such Loan Party approving or consenting to such increase, and (iiy) in the case of the Borrower, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V VII and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, in each case, respects (without duplication of any materiality qualifiers therein) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualifiers therein) as of such earlier date), and except that, that for purposes of this Section 2.152.12, the representations and warranties contained in subsections (aeach of Sections 7.05(a) and (b7.05(b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (aSections 8.01(a) and (b8.01(b), respectively, of Section 6.01, and (B) no Default exists, and (Cii) all financial covenants (x) upon the reasonable request of any Additional Lender made at least seven (7) days prior to the Increase Effective Date, Borrower shall have provided to such Additional Lender, and such Additional Lender shall be reasonably satisfied with, the documentation and other information so requested in Section 7.11 would be satisfied on a Pro Forma Basis on connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Revolving Act, in each case at least three (3) days prior to the Increase Effective Date and for (y) at least three (3) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to any each Lender that so requests, a Beneficial Ownership Certification in relation to such Incremental Facility (Loan Party. Each Loan Party shall execute and assuming deliver such Incremental Facility were fully drawn), (D) the maturity date of documents or instruments as Administrative Agent may reasonably require to evidence such increase in the Loans in respect of any portion of Lender and to ratify each such Incremental Facility shall be no earlier than Loan Party’s continuing obligations hereunder and under the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyLoan Documents.

Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower Borrowers shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the each Borrower, certifying that, immediately before and after giving effect to the Incremental Facility, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Date (or if such representations and warranties expressly relate to an earlier date, as of such earlier date), and except that, for purposes of this Section 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, (B) no Default exists, (C) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders shall have been paid. The Borrower Borrowers shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyany Incremental Facility. The Borrowers shall borrow from each New Lender and from each Lender increasing its Commitment on the Revolving Increase Effective Date, and such Lenders shall make, Revolving Loans to the Borrowers (in the case of Eurodollar Rate Loans, with Eurodollar Rate(s) applying to the Interest Period(s) ending on the date(s) of any then outstanding Interest Period(s)), and the Borrowers shall prepay any Revolving Loans outstanding on the Revolving 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 Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section. Each Lender’s Applicable Percentage with respect to a Letter of Credit outstanding on the Revolving Increase Effective Date shall be recalculated in accordance with any revised Applicable Revolving Percentages arising from any nonratable increase in the Commitments under this Section. [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission.

Conditions to Effectiveness of Increase. As a condition conditions precedent to such increase, (1) the Borrower Company shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the BorrowerCompany, certifying that, immediately before and after giving effect to the Incremental Facilitysuch increase, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, are true and correct in all material respects, respects (without duplication of any materiality qualification included in each case, the terms of any such representation or warranty) on and as of the Revolving Increase Effective Date (or if Date, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct in all material respects (without duplication of any materiality qualification included in the terms of any such representation or warranty) as of such earlier date), and except that, that for purposes of this Section 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 (B) no Default existsexists and (2) (i) upon the reasonable request of any Lender made at least ten (10) days prior to the Increase Effective Date, each Borrower shall have provided to such Lender the documentation and other information so requested in connection with its KYC Obligations, in each case at least five (C5) all financial covenants in Section 7.11 would be satisfied on a Pro Forma Basis on days prior to the Revolving Increase Effective Date and for (ii) at least five (5) days prior to the most recent determination periodIncrease Effective Date, after giving effect any Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in relation to such Borrower. The Borrowers shall prepay any such Incremental Facility Committed Loans outstanding on the Increase Effective Date (and assuming such Incremental Facility were fully drawn), (Dpay any additional amounts required pursuant to Section 3.05) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of such increase to the Administrative Agent and extent necessary to keep the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered outstanding Committed Loans ratable with any other customary documents (including, without limitation, legal opinions) as reasonably requested by revised Applicable Percentages arising from any nonratable increase in the Administrative Agent in connection with anyCommitments under this Section.

Conditions to Effectiveness of Increase. As a condition conditions precedent to each such increase, the : (i) Administrative Agent shall have approved in writing of such increase; (ii) Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Revolving 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 the Borrower, certifying that, immediately before and after giving effect to such increase, (1) the Incremental Facilityrepresentations and warranties contained in Article V and the other Loan Documents are true and correct on and as of the Increase Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date, and except that for purposes of this Section 2.14, the representations and warranties contained in clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), respectively, of Section 6.01, and (2) no Default exists or would result therefrom. (iii) (x) Upon the reasonable request of any Lender made at least 15 days prior to the Increase Effective Date, Borrower shall have provided to such Lender, and such Lender shall be reasonably satisfied with, the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the PATRIOT Act, in each case at least 10 days prior to the Increase Effective Date and (y) at least 10 days prior to the Increase Effective Date, any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Lender that so requests, a Beneficial Ownership Certification in relation to such Loan Party. (iv) On the date of the notice described in Section 2.14(a) and the Increase Effective Date and after giving effect thereto, (A) the representations and warranties contained in Article V and the other Loan Documents are, (x) with respect to representations and warranties that contain a materiality qualification, are true and correct in all respects, and (y) with respect to representations and warranties that do not contain a materiality qualification, true and correct in all material respects, in each case, on and as of the Revolving Increase Effective Maturity Date (or if then in effect, except to the extent that such representations and warranties expressly relate specifically refer to an earlier date, in which case they are true and correct as of such earlier date), and except that, that for purposes of this Section 2.152.14, the representations and warranties contained in subsections clauses (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) no Default existsexists or would result therefrom. (v) To the extent that the increase of the Aggregate Commitments shall take the form of a term loan tranche, (C) all financial covenants this Agreement shall be amended, in Section 7.11 would be satisfied on form and substance satisfactory to Administrative Agent to include such terms as are customary for a Pro Forma Basis term loan commitment. Borrower shall prepay any Loans outstanding on the Revolving Increase Effective Date and for the most recent determination period, after giving effect to any such Incremental Facility (and assuming 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. Each Loan Party shall execute and deliver such Incremental Facility were fully drawn), (D) the maturity date of the Loans in respect of any portion of such Incremental Facility shall be no earlier than the Maturity Date of the Facility, (E) the average life other documents or instruments as Administrative Agent may reasonably require to maturity of the Loans in respect of such Incremental Facility shall be no shorter than the remaining average life to maturity of the Facility, and (F) all fees and expenses owing in respect of evidence such increase to the Administrative Agent Commitments and to ratify each such Loan Party’s continuing obligations hereunder and under the Lenders shall have been paid. The Borrower shall deliver or cause to be delivered any other customary documents (including, without limitation, legal opinions) as reasonably requested by the Administrative Agent in connection with anyLoan Documents.