Common use of Expansion Option Clause in Contracts

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender), and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19. Increases and new Commitments created pursuant to this Section 2.19 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 shall be satisfied or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more additional tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend to participate in such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval consent not to be unreasonably withheldwithheld or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company, provided that if the Company intends to use the proceeds of the new Commitments or Incremental Term Loans for the consummation of a Limited Condition Acquisition, the conditions set forth in Section 4.02 may, to the extent mutually agreed by the Company and the applicable Increasing Lenders or Augmenting Lenders, be limited to, with respect to Section 4.02(a), customary specified or certain funds representations and, with respect to Section 4.02(b), the absence of an Event of Default under Sections 8.01(a), (h) and (i), and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis) with the covenants covenant contained in Sections Section 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel (including legal opinions) consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, unless waived by any applicable Lender in its reasonable discretion, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment (and if applicable, security) with the Loans under the existing Revolving Facility and the Term Loan Facility, (b) shall not mature earlier than the latest Maturity Date in effect on the date of incurrence of such Incremental Term Loans (but may have amortization prior to such date) and (c) shall constitute a separate Class and shall be treated substantially the same as (and in any event no more favorably than) the Loans under the existing Revolving Facility and the Term Loan Facility; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the latest Maturity Date in effect on the date of incurrence of such Incremental Term Loans may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the latest Maturity Date in effect on the date of incurrence of such Incremental Term Loans and (ii) the Incremental Term Loans may be priced differently than the Loans under the existing Revolving Facility and Term Loan Facility. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20 (including, without limitation, to provide that Section 2.27 may apply to such Incremental Term Loans). Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case a minimum increments amount of $100,000,000 10,000,000 and any integral of $5,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000200,000,000. The Company Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend to participate in such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and Borrower, the Administrative Agent (such approval not and the Issuing Banks and the Swingline Lender to the extent the consent of the Issuing Banks or the Swingline Lender would be unreasonably withheld) required to effect an assignment under Section 9.04(b), and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)B hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)C hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.02 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Restatement Effective Date as to the corporate organizational power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the Borrowers case of any Incremental Term Loans, the Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Term Benchmark Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time. In connection with any increase of the Commitments or Incremental Term Loans pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 50,000,000 and multiples of $1,000,000, so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000375,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and Company, the Administrative Agent (such approval not and, in the case of an increase to be unreasonably withheld) the Commitments, the Principal Issuing Bank and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 Section 5.07 and 6.09 (C) the Company shall have reaffirmed its guaranty of the obligations of the Foreign Subsidiary Borrower (such reaffirmation to be in writing and in form and substance reasonably satisfactory to the Administrative Agent) and (ii) the Administrative Agent shall have received documents and opinions of counsel (including opinions) consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different (y) financial or other covenants applicable only during periods after the Maturity Date or (y) prepayment requirements and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed only by the Borrowers, each Lender participating in such tranche, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000200,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 and Article VIII, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase and (iii) the Company shall have issued a new interest-bearing First Mortgage Bond in favor of the Agent in the amount of the Aggregate Commitment (giving effect to such increase). On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in a minimum amount of $50,000,000 and minimum increments of $100,000,000 10,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,0001,000,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend to participate in such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and Company, the Administrative Agent Agent, and in the case of an increase in the Commitments, each Issuing Bank and Swingline Lender (each such approval consent, not to be unreasonably withheld, conditioned or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections Section 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increaseincrease or Incremental Term Loans, as the case may be; provided that, with respect to any Incremental Term Loans incurred for the purpose of financing an acquisition for which the Company has determined, in good faith, that limited conditionality is reasonably necessary (any such acquisition, a “Limited Conditionality Acquisition” and such Incremental Term Loans, “Acquisition-Related Incremental Term Loans”), (x) clause (i)(A) of this sentence shall be deemed to have been satisfied so long as (1) as of the date of execution of the definitive acquisition documentation in respect of a Limited Conditionality Acquisition (a “Limited Conditionality Acquisition Agreement”) by the parties thereto, no Default or Event of Default shall have occurred and be continuing or would result from entry into such documentation, (2) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under clause (a), (b), (h) or (i) of Article VII is in existence immediately before or immediately after giving effect (including on a pro forma basis) to such borrowing and to any concurrent transactions and any substantially concurrent use of proceeds thereof, (3) the representations and warranties set forth in Article III shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of the date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representation and warranty specifically refers to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date and (4) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, customary “Sungard” representations and warranties (with such representations and warranties to be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) immediately prior to, and immediately after giving effect to, the incurrence of such Acquisition-Related Incremental Term Loans, except to the extent any such representation and warranty specifically refers to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date and (y) clause (i)(B) of this sentence shall be deemed to have been satisfied so long as the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.08 as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 25,000,000 or integral multiples of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed an amount, that together with the outstanding Commitments, is equal to $500,000,000750,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), to increase their existing Commitments Commitments, or extend to participate in such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.06 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments Commitments, in each case in minimum increments of $100,000,000 25,000,000 or integral multiples of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such increases does not exceed an amount, that together with the outstanding Commitments, is equal to $500,000,000750,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.06 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. (a) The Company may from time to time time, but not more than five (5) times during the term of this Agreement, elect to increase the aggregate Commitments and/or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum increments amount of $100,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such Commitment increases and all such Incremental Term Loans does not exceed $500,000,000200,000,000. The Company may arrange for any such Commitment increase or Incremental Term Loan to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval and, except in the case of an Incremental Term Loan, the Swingline Lender and the Issuing Bank, which approvals shall not to be unreasonably withheld) withheld and (ii) (xA) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)G, and (yB) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)H hereto. No consent of any Lender (other than the Lenders participating in the increasesuch Commitment increase or Incremental Term Loan) shall be required for any such increase in Commitments or Incremental Term Loan pursuant to this Section 2.19. Increases and 2.21. (b) Commitment increases, new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or and/or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) or Incremental Term Loan shall become effective under this paragraph unless, unless (i) on the proposed date of the effectiveness of such increaseCommitment increase or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied both before and immediately after giving effect to such Commitment increase or Incremental Term Loan or waived by the Required Lenders Lenders, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) compliance with the covenants contained Consolidated Leverage Ratio covenant set forth in Section 6.05(a), with Consolidated Total Debt measured as of the date of and immediately after giving effect to any funding in connection with such Commitment increase or Incremental Term Loan (and the application of proceeds thereof to the repayment of any other Indebtedness) and Consolidated EBITDA measured for the Reference Period then most recently ended for which the Company has delivered financial statements pursuant to Sections 6.08 and 6.09 5.01(a) or (b), and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder immediately after giving effect to such increase. Commitment increase or Incremental Term Loan. (c) On the effective date of any increase in the Commitmentsaggregate Commitments or any Incremental Term Loan being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such Commitment increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. (d) The Incremental Term Loans (i) shall rank pari passu in right of payment with the Revolving Loans, (ii) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (iii) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (x) the terms and conditions applicable to any Incremental Term Loan maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. (e) Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such Incremental Term Loan, each Augmenting Lender participating in such Incremental Term Loan, if any, and the Administrative Agent. Each Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. (i) The Company may from time to time elect to increase the Commitments Aggregate Revolving Loan Commitment or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum amounts of $10,000,000 and increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases in the Aggregate Revolving Loan Commitment and all such Incremental Term Loans does not exceed $500,000,000300,000,000. The Company may arrange for any such increase or tranche to be provided by one or more existing Lenders (each existing Lender so agreeing to an increase in its Revolving Loan Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Loan Commitments, or to participate in such Incremental Term Loans, or extend Revolving Loan Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent and, in the case of an increase to the Aggregate Revolving Loan Commitments, JPMorgan in its capacity as LC Issuer (such approval which consent shall not to be unreasonably withheld) withheld or delayed), and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)D-1 hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D-2 hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease to the Aggregate Revolving Loan Commitment or any Incremental Term Loan) shall be required for any increase in Revolving Loan Commitments or Incremental Term Loan pursuant to this Section 2.192.5(c). Increases in and new Revolving Loan Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.5(c) shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments Aggregate Revolving Loan Commitment (or in the Revolving Loan Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, : (iA) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A1) the conditions set forth in paragraphs (ai) and (bii) of Section 5.03 4.3 shall be satisfied or waived by the Required Lenders and the Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company, (B2) the Company shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Agent) with the covenants contained in Sections 6.08 Section 6.19 as if (x) in the case of any Incremental Term Loan, such Incremental Term Loans had been outstanding on the last day of the most recent fiscal quarter for which financial statements are available for testing compliance therewith or (y) in the case any increased Revolving Loan Commitments, all Revolving Loans available under the Aggregate Revolving Loan Commitment, including any such increased Revolving Loan Commitments, had been outstanding on the last day of the most recent fiscal quarter for which financial statements are available for testing compliance therewith, and 6.09 the Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company, and (ii3) without limiting the foregoing conditions (including the preceding clause (1) as it relates to the accuracy of the representation in Section 5.3 and the absence of any Default or Unmatured Default under Section 7.5 generally), the Company shall demonstrate that such increase or Incremental Term Loans and the Liens securing such Indebtedness are permitted under the terms of the 2007 Senior Note Indenture, and (B) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date pursuant to Section 4.1 or 4.2 as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. increase (including, without limitation, opinions of counsel for the Borrowers and the Guarantors in form and substance reasonably satisfactory to the Agent). (ii) On the effective date of any increase in the CommitmentsRevolving Loan Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage Revolving Loan Pro Rata Share of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Loan Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, in such Agreed Currencies and with related Interest Periods if applicable, specified in a notice Borrowing Notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the applicable Borrowers pursuant to the provisions of Section 2.14 3.4 if the deemed payment occurs other than on the last day of the related Interest Periods. (iii) Any tranche of Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the then existing Term Loans, (b) shall not mature earlier than the Revolving Loan Termination Date, (c) shall not have a shorter weighted average life to maturity than the Revolving Loans and the then existing Term Loans, and (d) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and then existing Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Revolving Loan Termination Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Revolving Loan Termination Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the then existing Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or an amendment and restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Agent, to effect the provisions of this Section 2.5(c). Nothing contained in this Section 2.5(c) shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Loan Commitment hereunder, or provide Incremental Term Loans, at any time. (iv) Any Augmenting Lender (A) if it is a Non-U.S. Lender, shall have delivered tax certificates described in Section 3.5, which indicate that such Non-U.S. Lender is exempt from any withholding tax under the laws of the United States on payments by the Company in such jurisdiction, (B) in the case of a new Revolving Loan Commitment or Revolving Loan, shall have confirmed that it is exempt from any withholding tax under the laws of the Netherlands on payments by Dutch Borrowers (unless the Company has confirmed in writing its intention not to add any Dutch Borrowers to this Agreement under Section 2.24.1, or, following the addition of any Dutch Borrower under Such Section 2.24.1, all Dutch Borrowers have been removed from this Agreement pursuant to Section 2.24.2) and (C) in the case of a new Revolving Loan Commitment or Revolving Loan, shall have provided to the Agent for the onward transmission to the relevant UK Borrower, in respect of Loans made to a UK Borrower, a tax certificate in the form set forth in Exhibit G attached hereto (unless all UK Borrowers have been removed from this Agreement pursuant to Section 2.24.2).

Expansion Option. (a) The Company may from time to time time, but not more than five (5) times during the term of this Agreement, elect to increase the aggregate Commitments and/or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum increments amount of $100,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such Commitment increases and all such Incremental Term Loans does not exceed $500,000,000. The Company may arrange for any such Commitment increase or Incremental Term Loan to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval and, except in the case of an Incremental Term Loan, the Swingline Lenders and the Issuing Banks, which approvals shall not to be unreasonably withheld) withheld and (ii) (xA) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F, and (yB) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender (other than the Lenders participating in the increasesuch Commitment increase or Incremental Term Loan) shall be required for any such increase in Commitments or Incremental Term Loan pursuant to this Section 2.19. Increases and 2.21. (b) Commitment increases, new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or and/or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) or Incremental Term Loan shall become effective under this paragraph unless, unless (i) on the proposed date of the effectiveness of such increaseCommitment increase or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied both before and immediately after giving effect to such Commitment increase or Incremental Term Loan or waived by the Required Lenders Lenders, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) compliance with the covenants contained Consolidated Leverage Ratio covenant set forth in Section 6.05, with Consolidated Total Debt measured as of the date of and immediately after giving effect to any funding in connection with such Commitment increase or Incremental Term Loan (and the application of proceeds thereof to the repayment of any other Indebtedness) and Consolidated EBITDA measured for the Reference Period then most recently ended for which the Company has delivered financial statements pursuant to Sections 6.08 and 6.09 5.01(a) or (b), and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder immediately after giving effect to such increase. Commitment increase or Incremental Term Loan. (c) On the effective date of any increase in the Commitmentsaggregate Commitments or any Incremental Term Loan being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such Commitment increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, Canadian Prime Rate Loan, CDOR Rate Loan, Australian Xxxx Rate Loan and SOR Rate Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. (d) The Incremental Term Loans (i) shall rank pari passu in right of payment with the Revolving Loans, (ii) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (iii) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (x) the terms and conditions applicable to any Incremental Term Loan maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (y) the Incremental Term Loans may be priced differently than the Revolving Loans. (e) Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such Incremental Term Loan, each Augmenting Lender participating in such Incremental Term Loan, if any, and the Administrative Agent. Each Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000200,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 and Article VIII, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase and (iii) the Company shall have issued a new interest-bearing First Mortgage Bond in favor of the Agent (x) in the amount of the Aggregate Commitment (giving effect to such increase) or (y) in the amount of such increase, such that the aggregate principal amount of the Bonds will, when taken together, equal the Aggregate Commitment (giving effect to such increase). On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in a minimum amount of $50,000,000 and minimum increments of $100,000,000 10,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,0001,000,000,0001,500,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend to participate in such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and Company, the Administrative Agent Agent, and in the case of an increase in the Commitments, each Issuing Bank and Swingline Lender (each such approval consent, not to be unreasonably withheld, conditioned or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (aab)(i) and (bbii) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections Section 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increaseincrease or Incremental Term Loans, as the case may be; provided that, with respect to any Incremental Term Loans incurred for the purpose of financing an acquisition for which the Company has determined, in good faith, that limited conditionality is reasonably necessary (any such acquisition, a “Limited Conditionality Acquisition” and such Incremental Term Loans, “Acquisition-Related Incremental Term Loans”), (x) clause (i)(A) of this sentence shall be deemed to have been satisfied so long as (1) as of the date of execution of the definitive acquisition documentation in respect of a Limited Conditionality Acquisition (a “Limited Conditionality Acquisition Agreement”) by the parties thereto, no Default or Event of Default shall have occurred and be continuing or would result from entry into such documentation, (2) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under clause (a), (b), (h) or (i) of #9168213v14 69 Article VII is in existence immediately before or immediately after giving effect (including on a pro forma basis) to such borrowing and to any concurrent transactions and any substantially concurrent use of proceeds thereof, (3) the representations and warranties set forth in Article III shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of the date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representation and warranty specifically refers to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date and (4) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, customary “Sungard” representations and warranties substantially consistent with the Specified Representations (with such representations and warranties to be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) immediately prior to, and immediately after giving effect to, the incurrence of such Acquisition-Related Incremental Term Loans, except to the extent any such representation and warranty specifically refers to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date and (y) clause (i)(B) of this sentence shall be deemed to have been satisfied so long as the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.08 as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or #9168213v14 70 otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases to the Commitments pursuant to this Section 2.22 does not exceed (a) $200,000,000 or (b) if the Commitments have been reduced pursuant to Section 2.08, a greater amount, in each case so long as the amount of the Commitments does not exceed $500,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19G hereto. Increases and new Commitments created pursuant to this Section 2.19 2.22 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a), (b) and (bc) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrowers in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.15 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000250,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 and Article VIII, (ii) the Administrative Agent shall have received (x) documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase and (y) in the case of any Augmenting Bank that is organized under the laws of a jurisdiction outside the United States of America, its name, address, tax identification number and/or such other information as shall be necessary for the Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the USA Patriot Act, and (iii) the Company shall have issued a new interest-bearing First Mortgage Bond in favor of the Agent pursuant to a Supplemental Indenture (x) in the amount of the Aggregate Commitment (giving effect to such increase) or (y) in the amount of such increase, such that the aggregate principal amount of the Bonds will, when taken together, equal the Aggregate Commitment (giving effect to such increase). On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000250,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 and Article VIII, (ii) the Administrative Agent shall have received (x) documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase and (y) in the case of any Augmenting Bank that is organized under the laws of a jurisdiction outside the United States of America, its name, address, tax identification number and/or such other information as shall be necessary for the Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the USA Patriot Act, and (iii) the Company shall have issued a new interest-bearing First Mortgage Bond in favor of the Agent pursuant to a Supplemental Indenture (x) in the amount of the Aggregate Commitment (giving effect to such increase) or (y) in the amount of such increase, such that the aggregate principal amount of the Bonds will, when taken together, equal the Aggregate Commitment (giving effect to such increase). On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollarTerm SOFR Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company Borrower may from time to time elect after the Closing Date and not less than thirty (30) days prior to the end of the Availability Period, at its sole cost, expense and effort, request any one or more of the Lenders having a Commitment to increase its Commitment Amount (the decision to increase the Commitments Commitment Amount of a Lender to be within the sole and absolute discretion of such Lender), or request any other Eligible Assignee reasonably satisfactory to the Administrative Agent to increase its Commitment Amount, and request the Issuing Bank to provide a new Commitment (each such requested commitment an “Incremental Commitment”), by submitting to the Administrative Agent a Commitment Increase Supplement, substantially in the form of Exhibit 2.15, duly executed by the Borrower and each such Lender or other Eligible Assignee (each an “Incremental Lender”). In each case, such Incremental Commitment shall be in a minimum amount of $25,000,000 and increments of $100,000,000 5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such increases does Aggregate Commitments do not exceed $500,000,0001,250,000,000. The Company may arrange Nothing 4856-8235-6738 v.5 in this Agreement shall be construed to obligate the Administrative Agent, Arrangers or any Lender to negotiate for (whether or not in good faith), solicit, provide, or consent to any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or Commitments. Each Incremental Commitment shall become effective on a date agreed by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lendereach, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lendera “Commitment Increase Date”), and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) which shall be required for in any increase in Commitments pursuant to this Section 2.19. Increases and new Commitments created pursuant to this Section 2.19 shall become effective case on or after the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders of satisfaction or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 shall be satisfied or waived waiver by the Required Lenders of the conditions precedent set forth in Section 4.03 and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents a certificate to that effect dated such date and opinions executed by a Responsible Officer of counsel consistent with those delivered the Borrower. The Administrative Agent shall notify the Lenders and the Borrower, on or before 1:00 p.m. on the Effective Date as to the corporate power and authority day following a Commitment Increase Date, of the Borrowers to borrow hereunder after giving effect to effectiveness of such increaseincrease in Commitments and shall record in the Register all applicable additional information in respect of such increase in Commitments. On the effective date Commitment Increase Date, each Incremental Lender participating in such Incremental Commitments shall be deemed to purchase and assume from each existing Lender having Loans and participations in Letters of any increase in the CommitmentsCredit outstanding on such Commitment Increase Date, (i) each Augmenting Lenderwithout recourse or warranty, if anyan undivided interest and participation, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent extent of such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit Lender’s Applicable Percentage of the other Lenders, as being required in order to cause, new Commitments (after giving effect to such increase in Commitments), in the aggregate outstanding Loans and participations in Letters of Credit, so as to ensure that, on the use of such amounts to make payments Commitment Increase Date after giving effect to such other Lendersincrease in Commitments, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal Lender is owed only its Applicable Percentage of the Loans and participations in Letters of Credit outstanding on such outstanding Syndicated Loans, and (iii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 if the deemed payment occurs other than on the last day of the related Interest PeriodsCommitment Increase Date.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,0001,000,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 and Borrower, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increaseincrease and (iii) the Borrower and its Subsidiaries shall be in compliance, calculated on a Pro Forma Basis, with the covenants contained in Section 6.07. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of the Commitments, Term Loans outstanding and all such increases Incremental Term Loans does not exceed $500,000,000850,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loan, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Commitment, or to participate in such Incremental Term Loan, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loan shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 and Company, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increaseincrease and (iii) the Company and its Subsidiaries shall be in compliance, calculated on a Pro Forma Basis (giving effect, if necessary, to the increase in the permitted maximum Consolidated Leverage Ratio in connection with a Material Acquisition set forth in Section 6.07(b) on the date of such Acquisition), with the covenants contained in Section 6.07. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Term Loan Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans, provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Term Loan Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Term Loan Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000250,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company Borrower and the Administrative Agent Agent, (such approval not to ii) no Augmenting Lender shall be unreasonably withheld) a natural person, the Borrower or any Subsidiary or Affiliate of the Borrower and (iiiii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.10 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in a minimum increments amount of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,000750,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 and Borrower, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increaseincrease and (iii) the Borrower and its Subsidiaries shall be in compliance, calculated on a pro forma basis reasonably acceptable to the Administrative Agent, with the covenants contained in Section 6.09. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum amount of $50,000,000 and minimum increments of $100,000,000 10,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of all such increases Incremental Term Loans does not exceed $500,000,0002,500,000,000. The Company may arrange for any such increase tranche to be provided by one or more Lenders (each Lender so agreeing to an increase participate in its Commitmentsuch Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments or extend Commitments, as the case may beparticipate in such Incremental Term Loans; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (each such approval consent, not to be unreasonably withheld, conditioned or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)G hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)H hereto. No consent of any Lender (other than the Lenders participating in the increaseany Incremental Term Loan) shall be required for any increase in Commitments Incremental Term Loan pursuant to this Section 2.192.22. Increases and new Commitments Incremental Term Loans created pursuant to this Section 2.19 2.22 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment tranche of any Lender) Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseIncremental Term Loans, (A) the conditions set forth in paragraphs Section 4.01(d)(i) (aother than with respect to the representations in Sections 3.04(a), 3.12(b) and (b3.16) of and Section 5.03 4.01(d)(ii) shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections Section 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase. On Incremental Term Loans; provided that, with respect to any Incremental Term Loans incurred for the effective date purpose of financing an acquisition for which the Company has determined, in good faith, that limited conditionality is reasonably necessary (any increase in the Commitmentssuch acquisition, a “Limited Conditionality Acquisition” and such Incremental Term Loans, “Acquisition-Related Incremental Term Loans”), (ix) each Augmenting Lender, if any, shall become a Lender, clause (iii)(A) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iii) the Borrowers this sentence shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans been satisfied so long as (1) as of the date of execution of the definitive acquisition documentation in respect of a Limited Conditionality Acquisition (a “Limited Conditionality Acquisition Agreement”) by the parties thereto, no Default or Event of Default shall have occurred and be continuing or would result from entry into such documentation, (2) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under clause (a), (b), (h) or (i) of Article VII is in existence immediately before or immediately after giving effect (including on a pro forma basis) to such borrowing and to any increase concurrent transactions and any substantially concurrent use of proceeds thereof, (3) the representations and warranties set forth in Article III shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of the Commitments date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representation and warranty specifically refers to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date and (4) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, representations and warranties substantially consistent with the Specified Representations (with such reborrowing representations and warranties to consist be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) immediately prior to, and immediately after giving effect to, the incurrence of the Types of Syndicated such Acquisition-Related Incremental Term Loans, with related Interest Periods if applicable, specified in a notice delivered by except to the applicable Borrower, or the Company on behalf of the applicable Borrowerextent any such representation and warranty specifically refers to an earlier date, in accordance with the requirements which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of Section 2.03). The deemed payments made pursuant to such earlier date and (y) clause (iiii)(B) of the immediately preceding this sentence shall be accompanied deemed to have been satisfied so long as the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.08 as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Loans, (b) shall not mature earlier than the latest applicable Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Loans; provided that (i) the terms and conditions applicable to any tranche of all accrued interest on Incremental Term Loans maturing after the amount prepaid latest applicable Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the latest applicable Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, in respect of each Eurocurrency Loanas appropriate, shall be subject to indemnification the other Loan Documents, executed by the Borrowers pursuant Company, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.14 if the 2.22. Nothing contained in this Section 2.22 shall constitute, or otherwise be deemed payment occurs other than to be, a commitment on the last day part of the related Interest Periodsany Lender to provide Incremental Term Loans at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,000200,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 Borrower and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 so long as10,000,000; provided that, after giving effect theretoas of the Effective Date, the aggregate amount of all such increases does and all such Incremental Term Loans shall not exceed $500,000,000150,000,000. The Company Borrower may arrange for any such increase or Incremental Term Loans to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend to participate in or provide such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and Borrower, the Administrative Agent and, in the case of an increase in the Commitments, each Issuing Bank and the Swingline Lender (such approval not to be unreasonably withheld, delayed or conditioned) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan and as set forth in the immediately preceding clause (i)) shall be required for any increase in Commitments or Incremental Term Loans pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) other than in the case of any Certain Funds Term Loans, the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer or other executive officer of the Borrower, (B) in the Company case of any Certain Fund Term Loans, the Certain Funds Conditions shall be satisfied or waived by the Lenders providing such Certain Funds Term Loans and (C) the Borrower shall be in compliance (immediately before and after giving effect (including giving effect on a pro forma basisbasis after giving effect to the application on such date of the proceeds of any Loans funded on such date) to such increase or Incremental Term Loans, as applicable) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers Borrower (including, without limitation, resolutions with respect to borrow hereunder after giving effect to borrowing such increaseincrease or Incremental Term Loans). On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase or such Incremental Term Loans and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the Borrowers case of any Incremental Term Loans, the Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Term Benchmark Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time. In connection with any increase of the Commitments or Incremental Term Loans pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in a minimum amount of $25,000,000 and minimum increments of $100,000,000 5,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000250,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld, conditioned or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C-1 hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)C-2 hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.03 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and Section 6.07, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increaseincrease or Incremental Term Loans, as the case may be and (iii) the Company or the Administrative Agent shall have provided written notice to the Lenders (which may be delivered electronically on an Electronic System) of any such increase or Incremental Term Loans at least five (5) Business Days prior to the date of effectiveness thereof. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the latest Maturity Date in effect on the date of incurrence of such Incremental Term Loans (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the latest Maturity Date in effect on the date of incurrence of such Incremental Term Loans may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the latest Maturity Date in effect on the date of incurrence of such Incremental Term Loans and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 12,500,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00062,500,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. (a) The Company may from time to time time, but not more than five (5) times during the term of this Agreement, elect to increase the aggregate Commitments and/or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum increments amount of $100,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such Commitment increases and all such Incremental Term Loans does not exceed $500,000,000. The Company may arrange for any such Commitment increase or Incremental Term Loan to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval and, except in the case of an Incremental Term Loan, the Swingline Lenders and the Issuing Banks, which approvals shall not to be unreasonably withheld) withheld and (ii) (xA) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F, and (yB) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender (other than the Lenders participating in the increasesuch Commitment increase or Incremental Term Loan) shall be required for any such increase in Commitments or Incremental Term Loan pursuant to this Section 2.19. Increases and 2.21. (b) Commitment increases, new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or and/or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) or Incremental Term Loan shall become effective under this paragraph unless, unless (i) on the proposed date of the effectiveness of such increaseCommitment increase or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied both before and immediately after giving effect to such Commitment increase or Incremental Term Loan or waived by the Required Lenders Lenders, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) compliance with the covenants contained Consolidated Net Leverage Ratio covenant set forth in Section 6.05, with Consolidated Total Debt measured as of the date of and immediately after giving effect to any funding in connection with such Commitment increase or Incremental Term Loan (and the application of proceeds thereof to the repayment of any other Indebtedness) and Consolidated EBITDA measured for the Reference Period then most recently ended for which the Company has delivered financial statements pursuant to Sections 6.08 and 6.09 5.01(a) or (b), and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder immediately after giving effect to such increase. Commitment increase or Incremental Term Loan. (c) On the effective date of any increase in the Commitmentsaggregate Commitments or any Incremental Term Loan being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such Commitment increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, Canadian Prime Rate Loan and RFR Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest PeriodsPeriods (or, in the case of an RFR Loan other than on the Interest Payment Date applicable thereto). (d) The Incremental Term Loans (i) shall rank pari passu in right of payment with the Revolving Loans, (ii) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (iii) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (x) the terms and conditions applicable to any Incremental Term Loan maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (y) the Incremental Term Loans may be priced differently than the Revolving Loans. (e) Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such Incremental Term Loan, each Augmenting Lender participating in such Incremental Term Loan, if any, and the Administrative Agent. Each Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company Borrowers may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,00050,000,000. The Company Borrowers may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and Company, the Administrative Agent (such approval not and each Issuing Bank and Swingline Lender to the extent the consent of the Issuing Bank or the Swingline Lender would be unreasonably withheld) required to effect an assignment under Section 9.04(b), and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)D hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)E hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this Section 2.192.21. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company, and (B) the Company Borrowers shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans and Term Loans, as applicable, of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans and Term Loans, as applicable, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03) (it being understood and agreed that the deemed repayment and reborrowing contemplated by this clause (ii) shall be consummated pursuant to a “cashless roll” or any other such reallocations, sales, assignments or other relevant actions among the Revolving Lenders and in respect of the Revolving Commitments and Revolving Credit Exposures as are necessary in order that each Revolving Lender’s Revolving Credit Exposure hereunder reflects such Lender’s Applicable Percentage thereof on the effective date of (and after giving effect to) such increase in the Revolving Commitments). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid prepaid. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the existing Term Loans, (b) shall not mature earlier than the latest Maturity Date, (c) shall have a Weighted Average Life to Maturity no shorter than the remaining Weighted Average Life to Maturity of the then outstanding Delayed Draw Term Loans, and (d) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the existing Term Loans (unless such more favorable terms are also added to this Agreement for the benefit of the Revolving Loans, Revolving Commitments and the existing Term Loans (which such amendment(s) to the applicable Loan Documents shall be reasonably acceptable to the Administrative Agent, but shall not require the consent of any Lenders not participating in the applicable tranche of Incremental Term Loans or increase in Revolving Commitments)); provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans, the Delayed Draw Term Loans and the other existing Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, in respect of each Eurocurrency Loanas appropriate, shall be subject to indemnification the other Loan Documents, executed by the Borrowers pursuant Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.14 if the 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed payment occurs other than to be, a commitment on the last day part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time. In connection with any increase of the related Interest PeriodsRevolving Commitments or Incremental Term Loans pursuant to this Section 2.21, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of incremental term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 15,000,000 so long as, after giving effect thereto, the aggregate amount of such increases in Revolving Commitments and all such Incremental Term Loans does not exceed $500,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its CommitmentRevolving Commitment or provide a Revolving Commitment (in the case of an existing Term Lender), or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such which approval shall not to be unreasonably withheldwithheld and shall be evidenced by the Administrative Agent’s execution of the agreement substantially in the form of Exhibit C or Exhibit D, as the case may be) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan, which consent shall be deemed to have occurred upon execution of an agreement substantially in the form of Exhibit C or Exhibit D, as the case may be) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or, in the case of Incremental Term Loans, on the date specified in the agreement substantially in the form of Exhibit C or Exhibit D, as the case may be, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.03 shall be satisfied or waived by the Required Administrative Agent, the Increasing Lenders and the Augmenting Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.05 and (ii) the Administrative Agent shall have received (to the extent not previously received, or to the extent reasonably requested, in each case by the Administrative Agent) documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the latest Maturity Date hereunder (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the latest Maturity Date hereunder then in effect at the time of the effectiveness of such tranche of Incremental Term Loans may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after such Maturity Date or, so long as also applying for the benefit of the Term Loans and Revolving Loans outstanding prior to giving effect thereto, may provide for additional covenants and/or events of default agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans and may provide for amortization payments as agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time (other than as otherwise expressly agreed to by any applicable Lender in the agreements substantially in the form of Exhibit C and Exhibit D as provided above).

Expansion Option. The Company Holdings may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), CH\2082905.9 in each case in minimum increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed the sum of (i) $500,000,00090,000,000 plus (ii) the aggregate principal amount of Term Loans repaid as of the date of such election. The Company Holdings may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), to increase their existing Commitments Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Holdings and the Administrative Agent (such approval approvals not to be unreasonably withheldwithheld or delayed) and (ii) (x) in the case of an Increasing Lender, the Company Holdings and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)hereto, and (y) in the case of an Augmenting Lender, the Company Holdings and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Revolving Commitments or Incremental Term Loans pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyHoldings, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer of Holdings and (B) the Company Holdings shall be in compliance (on a pro forma basisPro Forma Basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase; provided that, with respect to any Incremental Term Loans incurred for the primary purpose of financing a Limited Conditionality Acquisition (“Acquisition-Related Incremental Term Loans”), (x) clause (i)(A) of this sentence shall be deemed to have been satisfied so long as (1) as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto, no Default shall have occurred and be continuing or would result from entry into such documentation, (2) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under clause (a), (f) or (g) of Article VII is in existence immediately before or after giving effect (including on a Pro Forma Basis) to such borrowing and to any concurrent transactions and any substantially concurrent use of proceeds thereof, (3) the representations and warranties set forth in Article III shall be true and correct in all material respects as of the date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that no materiality qualifier set forth in this subclause (3) shall be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) and (4) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, customary “Sungard” representations and warranties (with such representations and warranties to be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects immediately prior to, and after giving effect to, the incurrence of such Acquisition-Related Incremental Term Loans, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that no materiality qualifier set forth in this subclause (4) shall be applicable to any representations and warranties that already are qualified CH\2082905.9 or modified by materiality in the text thereof) and (y) clause (i)(B) of this sentence shall be deemed to have been satisfied so long as Holdings shall be in compliance (on the Pro Forma Basis) with the covenants contained in Section 6.11 as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche (if any), each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case, in minimum increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,00050,000,000. The Company may arrange for any Upon the Borrower’s request, such increase to or tranche may be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), selected by the Administrative Agent, in consultation with the Borrower, and willing to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; , provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and Borrower, the Administrative Agent (such approval not to be unreasonably withheld) and, in the case of an increase in the Revolving Commitments, the Issuing Bank and Swingline Lender and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in the Revolving Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.12 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Revolving Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Revolving Lenders, each Revolving Lender’s portion of the outstanding Syndicated Revolving Loans of all the Revolving Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the Borrowers case of any Incremental Term Loans, the Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,00085,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “"Increasing Lender”"), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “"Augmenting Lender”"), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 and Borrower, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increaseincrease and (iii) the Borrower and its Subsidiaries shall be in compliance, calculated on a pro forma basis reasonably acceptable to the Administrative Agent, with the covenant contained in Section 6.11. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s 's portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 15,000,000 so long as, as after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00075,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.12 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of incremental term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 15,000,000 so long as, after giving effect thereto, the aggregate amount of such increases in Revolving Commitments and all such Incremental Term Loans does not exceed $500,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its CommitmentRevolving Commitment or provide a Revolving Commitment (in the case of an existing Term Lender), or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval which approvals shall not to be unreasonably withheldwithheld and shall be evidenced by the Administrative Agent’s execution of the agreement substantially in the form of Exhibit C or Exhibit D, as the case may be) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan, which consent shall be deemed to have occurred upon execution of an agreement substantially in the form of Exhibit C or Exhibit D, as the case may be) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or, in the case of Incremental Term Loans, on the date specified in the agreement substantially in the form of Exhibit C or Exhibit D, as the case may be, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Administrative Agent, the Increasing Lenders and the Augmenting Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.05 and (ii) the Administrative Agent shall have received (to the extent not previously received, or to the extent reasonably requested, in each case by the Administrative Agent) documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the latest Maturity Date hereunder (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the latest Maturity Date hereunder then in effect at the time of the effectiveness of such tranche of Incremental Term Loans may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after such Maturity Date or, so long as also applying for the benefit of the Term Loans and Revolving Loans outstanding prior to giving effect thereto, may provide for additional covenants and/or events of default agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans and may provide for amortization payments as agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time (other than as otherwise expressly agreed to by any applicable Lender in the agreements substantially in the form of Exhibit C and Exhibit D as provided above). In connection with any increase of the Revolving Commitments or Incremental Term Loans pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00020,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time. (j) Section 5.10 of the Credit Agreement is amended to add the phrase “in the United States of America and the United Kingdom” immediately following the phrase “as its principal depository bank” appearing therein. (k) Section 6.01(b) of the Credit Agreement is amended to add the phrase “subject to the limitations applicable to Purchase Money Indebtedness set forth in clause (e) below,” immediately prior to the phrase “Indebtedness existing on the date hereof” appearing therein. (l) Section 6.01(e) of the Credit Agreement is amended and restated in its entirety to read as follows:

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00050,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.12 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 20,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000100,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.10 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Maturity Date (but may, subject to the next succeeding clause (c), have amortization prior to such date), (c) shall not have a weighted average life to maturity that is shorter than the then-remaining weighted average life to maturity of the Term Loans and (d) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an “Incremental Term Loan Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each, an "Incremental Term Loan"), in each case in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000250,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “"Increasing Lender”"), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “"Augmenting Lender”"), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.10 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an "Incremental Term Loan Amendment") to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20.

Expansion Option. The Company Holdings may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed the sum of (i) $500,000,000150,000,000 plus (ii) the aggregate principal amount of Term Loans repaid as of the date of such election. The Company Holdings may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Holdings and the Administrative Agent (such approval approvals not to be unreasonably withheldwithheld or delayed) and (ii) (x) in the case of an Increasing Lender, the Company Holdings and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)hereto, and (y) in the case of an Augmenting Lender, the Company Holdings and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Revolving Commitments or Incremental Term Loans pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyHoldings, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer of Holdings and (B) the Company Holdings shall be in compliance (on a pro forma basisPro Forma Basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase; provided that, with respect to any Incremental Term Loans incurred for the primary purpose of financing a Limited Conditionality Acquisition (“Acquisition-Related Incremental Term Loans”), (x) clause (i)(A) of this sentence shall be deemed to have been satisfied so long as (1) as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto, no Default shall have occurred and be continuing or would result from entry into such documentation, (2) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under clause (a), (f) or (g) of Article VII is in existence immediately before or after giving effect (including on a Pro Forma Basis) to such borrowing and to any concurrent transactions and any substantially concurrent use of proceeds thereof, (3) the representations and warranties set forth in Article III shall be true and correct in all material respects as of the date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that no materiality qualifier set forth in this subclause (3) shall be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) and (4) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, customary “Sungard” representations and warranties (with such representations and warranties to be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects immediately prior to, and after giving effect to, the incurrence of such Acquisition-Related Incremental Term Loans, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that no materiality qualifier set forth in this subclause (4) shall be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) and (y) clause (i)(B) of this sentence shall be deemed to have been satisfied so long as Holdings shall be in compliance (on the Pro Forma Basis) with the covenants contained in Section 6.11 as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche (if any), each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000200,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 Article VIII and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in a minimum increments amount of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,000300,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the reasonable approval of the Company Borrower and the reasonable approval of the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 and Borrower, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increaseincrease and (iii) the Borrower and its Subsidiaries shall be in compliance, calculated on a pro forma basis reasonably acceptable to the Administrative Agent, with the covenants contained in Section 6.12. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. (a) The Company may from time to time time, but not more than five (5) times during the term of this Agreement, elect to increase the aggregate Commitments and/or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum increments amount of $100,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such Commitment increases and all such Incremental Term Loans does not exceed $500,000,000. The Company may arrange for any such Commitment increase or Incremental Term Loan to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval and, except in the case of an Incremental Term Loan, the Swingline Lenders and the Issuing Bank, which approvals shall not to be unreasonably withheld) withheld and (ii) (xA) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F, and (yB) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender (other than the Lenders participating in the increasesuch Commitment increase or Incremental Term Loan) shall be required for any such increase in Commitments or Incremental Term Loan pursuant to this Section 2.19. Increases and 2.21. (b) Commitment increases, new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or and/or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) or Incremental Term Loan shall become effective under this paragraph unless, unless (i) on the proposed date of the effectiveness of such increaseCommitment increase or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied both before and immediately after giving effect to such Commitment increase or Incremental Term Loan or waived by the Required Lenders Lenders, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) compliance with the covenants contained Consolidated Leverage Ratio covenant set forth in Section 6.05, with Consolidated Total Debt measured as of the date of and immediately after giving effect to any funding in connection with such Commitment increase or Incremental Term Loan (and the application of proceeds thereof to the repayment of any other Indebtedness) and Consolidated EBITDA measured for the Reference Period then most recently ended for which the Company has delivered financial statements pursuant to Sections 6.08 and 6.09 5.01(a) or (b), and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder immediately after giving effect to such increase. Commitment increase or Incremental Term Loan. (c) On the effective date of any increase in the Commitmentsaggregate Commitments or any Incremental Term Loan being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such Commitment increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, CDOR Rate Loan, Australian Xxxx Rate Loan and SOR Rate Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. (d) The Incremental Term Loans (i) shall rank pari passu in right of payment with the Revolving Loans, (ii) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (iii) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (x) the terms and conditions applicable to any Incremental Term Loan maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (y) the Incremental Term Loans may be priced differently than the Revolving Loans. (e) Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such Incremental Term Loan, each Augmenting Lender participating in such Incremental Term Loan, if any, and the Administrative Agent. Each Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000100,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000300,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 and Article VIII, (ii) the Administrative Agent shall have received (x) documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase and (y) in the case of any Augmenting Bank that is organized under the laws of a jurisdiction outside the United States of America, its name, address, tax identification number and/or such other information as shall be necessary for the Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the USA Patriot Act, and (iii) the Company shall have issued a new interest-bearing First Mortgage Bond in favor of the Agent (x) in the amount of the Aggregate Commitment (giving effect to such increase) or (y) in the amount of such increase, such that the aggregate principal amount of the Bonds will, when taken together, equal the Aggregate Commitment (giving effect to such increase). On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00030,000,000. The Company may arrange for any such increase to be provided by one or more existing Lenders (each existing Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheldwithheld or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)P hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)Q hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) Pro Forma Basis with the covenants covenant contained in Sections 6.08 and 6.09 Section 6.10 as of the last day of the most recently ended Test Period for which financial statements have been delivered pursuant to Section 5.01(a) or (b) and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. Any increase in the Commitments shall be documented as an increase to the Facility and shall be on terms identical to those applicable to the Facility, except with respect to any arrangement, upfront or similar fees that may be agreed to among the Company and the relevant Increasing Lenders or Augmenting Lenders. On the effective date of any increase in the CommitmentsCommitments being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated LoansLoans after giving effect to such increase in the Commitments, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan and BA Equivalent Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 if the deemed payment occurs other than on the last day of the related Interest Periods. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the preceding two sentences. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000250,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender), and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19. Increases and new Commitments created pursuant to this Section 2.19 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 shall be satisfied or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 6.09 and 6.09 6.10 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments Revolving Commitments, in each case in minimum increments of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00025,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Commitments, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Revolving Commitments pursuant to this Section 2.192.20. Increases and new Revolving Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Original Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, Company (on its own behalf or the Company on behalf of the applicable Borrower, ) in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall shall, in respect of each Eurocurrency Loan, be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, and shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, at any time.

Expansion Option. (a) The Company Borrowers may from time to time after the Closing Date elect to increase the Revolving Commitments or any Extended Revolving Commitments or enter into one or more new Classes of Revolving Commitments (“Increased Commitments”) or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in minimum increments each case in an aggregate principal amount of not less than $100,000,000 25,000,000 (or such lesser amount as may be reasonably agreed by the Administrative Agent) so long as, after giving effect thereto, the aggregate amount of all such increases Increased Commitments and all such Incremental Term Loans (other than Refinancing Term Loans) established following the Closing Date does not exceed the sum of (x) $500,000,000720,000,000 less the aggregate principal amount of Indebtedness incurred under Section 6.01(r) and 6.01(w) in reliance on the “Unrestricted Incremental Amount”, plus (y) the amount of any voluntary prepayments of the Tranche A Term Loans and reductions in the amount of the Revolving Commitments, in each case, to the extent not funded with long term Indebtedness (this clause (y) together with clause (x), the “Unrestricted Incremental Amount”), plus (z) an amount so long as, in the case of this clause (z), at the time of incurrence thereof, on a Pro Forma Basis (assuming all Increased Commitments were fully drawn and excluding the cash proceeds of such Incremental Term Loans and Increased Commitments from cash and Cash Equivalents), but excluding from such calculation any amounts incurred substantially concurrently in reliance on the Unrestricted Incremental Amount, the Consolidated Secured Leverage Ratio would be less than or equal to 1.50 to 1.0 as of the last day of the most recent fiscal quarter of the Parent Entity for which financial statements have been delivered pursuant to Section 5.01(a) or (b) (this clause (z), the “Ratio Incremental Amount”) ((the aggregate amount under clauses (x), (y) and (z), the “Incremental Basket Amount”). The Company Borrowers may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment or Extended Revolving Commitment, or to enter into one or more new Classes of Revolving Commitments, or to participate in such Incremental Term Loan, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Revolving Commitment or Extended Revolving Commitment, or to enter into one or more new Classes of Revolving Commitments, or to participate in such Incremental Term Loan, or extend Revolving Commitments or extend Extended Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender (and, in the case of an Increased Commitment, each Increasing Lender, ) shall be subject to the approval of the Company Borrower Agent and the Administrative Agent and, in the case of an Increased Commitment, each Issuing Bank and Swingline Lender (such approval consents not to be unreasonably withheld) ). Without the consent of any Lenders other than the relevant Increasing Lenders or Augmenting Lenders, this Agreement and (ii) (x) the other Loan Documents may be amended pursuant to an Additional Credit Extension Amendment as may be necessary or appropriate, in the case reasonable opinion of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)Borrower Agent, and (y) in to effect the case provisions of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 shall become effective on the date agreed by Parent, the Companyapplicable Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Commitment of any Lender) Extended Revolving Commitments or Incremental Term Loan shall become effective be permitted under this paragraph unless, (i) unless on the proposed date of the effectiveness of such increaseincrease in the Revolving Commitments or Extended Revolving Commitments or borrowing of such Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.03 shall be satisfied or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents a certificate to that effect dated such date and opinions executed by a Financial Officer of counsel consistent with those delivered on the Effective Date as Borrower Agent; provided that if the proceeds of any Incremental Term Loans are being used to finance an acquisition or other permitted Investment, (x) the reference in Section 4.03(a) to the corporate power and authority accuracy of the Borrowers representations and warranties shall refer to borrow hereunder after giving effect the accuracy of the representations and warranties contained in Sections 3.01 with respect to such increasethe Loan Parties (limited to the first sentence thereof), 3.02, 3.03(b)(ii), 3.08, 3.10, 3.13, 3.14 and 3.15 and (y) Section 4.03(b) shall apply solely to Specified Events of Default. On the effective date of any increase in the CommitmentsRevolving Commitments or Extended Revolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iiiii) except in the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as case of any Incremental Term Loans, if, on the date of such increase, there are any increase in Revolving Loans outstanding, such Revolving Loans shall on or prior to the effectiveness of such Increased Commitments (with such reborrowing be prepaid to consist the extent necessary from the proceeds of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered additional Revolving Loans made hereunder by the applicable BorrowerIncreasing Lenders and Augmenting Lenders, so that, after giving effect to such prepayments and any borrowings on such date of all or any portion of such Increased Commitments, the Company on behalf principal balance of all outstanding Revolving Loans owing to each Lender with a Revolving Commitment is equal to such Lender’s pro rata share (after giving effect to any nonratable Increased Commitment pursuant to this Section 2.19) of all then outstanding Revolving Loans. The Administrative Agent and the applicable BorrowerLenders hereby agree that the borrowing notice, minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in accordance with this Agreement shall not apply to the requirements of Section 2.03)transactions effected pursuant to the immediately preceding sentence. The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.15 if the deemed payment occurs other than on the last day of the related Interest Periods. The terms of any Incremental Term Loans shall be as set forth in the amendment to this Agreement providing for such Incremental Term Loans; provided that (i) the final maturity date of any Incremental Term Loans shall be no earlier than the Term Loan A Maturity Date, (ii) the Weighted Average Life to Maturity of such Incremental Term Loans shall not be shorter than the then remaining Weighted Average Life to Maturity of the Tranche A Term Loans, (iii) Incremental Term Loans shall not participate on a greater than pro rata basis with the Tranche A Term Loans in any optional or mandatory prepayment hereunder, (iv) the provisions with respect to payment of interest, prepayments, original issue discount and upfront fees shall be as set forth in the amendment providing for such Incremental Term Loans; and (v) all other terms applicable to such Incremental Term Loans (other than provisions specified in clauses (i) through (iv) above and other than pricing, interest rate margins, rate floors, currency (which may be an Alternative Currency), discounts, premiums, fees, and optional prepayment terms and provisions, all of which shall be determined by the Borrower Agent and the Lenders providing such Incremental Term Loans) shall be, in the aggregate not materially more restrictive than the terms of this Agreement as determined in good faith by the Borrower Agent, except for covenants or other provisions applicable only to periods after the then Term Loan A Maturity Date at the time such Indebtedness is incurred or added to this Agreement for the benefit of the Lenders hereunder (it being understood that no consent shall be required by Lenders for terms or conditions that are more restrictive than this Agreement if such terms or conditions are added to this Agreement); provided further that the requirements set forth in the foregoing clauses (i) and (ii) shall not apply to any Indebtedness consisting of a customary bridge facility so long as such bridge facility automatically converts into long-term Indebtedness that satisfies such clauses (i) and (ii). The terms of any Increased Commitments shall be as set forth in the amendment to this Agreement providing for such Increased Commitments; provided that (i) the maturity date of any Increased Commitments shall be no earlier than the Revolving Credit Maturity Date and such Increased Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Revolving Credit Maturity Date, (ii) the provisions with respect to payment of interest and fees shall be as set forth in the amendment providing for such Increased Commitments; and (iii) all other terms applicable to such Increased Commitments (other than provisions specified in clauses (i) and (ii) above and other than pricing, interest rate margins, rate floors, currency (which may be an Alternative Currency) and fees) shall be, in the aggregate, not materially more restrictive than the terms of this Agreement as determined in good faith by the Borrower Agent, except for covenants or other provisions applicable only to periods after the then Revolving Credit Maturity Date at the time such Indebtedness is incurred or added to this Agreement for the benefit of the Lenders hereunder (it being understood that no consent shall be required by Lenders for terms or conditions that are more restrictive than this Agreement if such terms or conditions are added to this Agreement). (b) This Section 2.19 shall override any provisions in Section 9.02 to the contrary. (c) If, on the effective date of any Increased Commitments, there are any Revolving Loans of the applicable Class outstanding, such Revolving Loans shall on or prior to the effectiveness of such Increased Commitments be prepaid to the extent necessary from the proceeds of additional Revolving Loans made hereunder by the relevant Increasing Lenders or Augmenting Lenders, so that, after giving effect to such prepayments and any borrowings on such date of all or any portion of such Increased Commitments, the principal balance of all outstanding Revolving Loans owing to each Lender with a Revolving Commitment of such Class is equal to such Lender’s pro rata share of all then outstanding Revolving Loans. The Administrative Agent and the Lenders hereby agree that the borrowing notice, minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence and the deemed payments made pursuant the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers, jointly and severally, pursuant to the provisions of Section 2.15 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 20,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000100,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.10 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Revolving Credit Maturity Date (but may, subject to the next succeeding clause (c), have amortization prior to such date), (c) shall not have a weighted average life to maturity that is shorter than the then-remaining weighted average life to maturity of the Term Loans and (d) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Revolving Credit Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Revolving Credit Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an “Incremental Term Loan Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender and each Increasing Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20.

Expansion Option. (a) The Company may from time to time elect to increase the Revolving Commitments or enter into one or more additional tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum increments amount of $100,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such Revolving Commitment increases and all such Incremental Term Loans does not exceed $500,000,000100,000,000. The Company may arrange for any such Revolving Commitment increase or Incremental Term Loan to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided provided, that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval and, except in the case of an Incremental Term Loan, the Swingline Lender and the Issuing Bank, which approvals shall not to be unreasonably withheld) withheld or delayed and (ii) (xA) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)E, and (yB) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)hereto. No consent of any Lender (other than the Lenders participating in the increasesuch Revolving Commitment increase or Incremental Term Loan) shall be required for any such increase in Commitments or Incremental Term Loan pursuant to this Section 2.19. Increases 2.21. (b) Revolving Commitment increases, new Revolving Commitments and new Commitments Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or Incremental Term Loan shall become effective under this paragraph unless, unless (i) on the proposed date of the effectiveness of such increaseRevolving Commitment increase or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied both before and immediately after giving effect to such Revolving Commitment increase or Incremental Term Loan or waived by the Required Lenders Lenders, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) compliance with the covenants contained Consolidated Leverage Ratio covenant set forth in Sections 6.08 Section 6.09(a), with Consolidated Total Debt measured as of the date of and 6.09 immediately after giving effect to any funding in connection with such Revolving Commitment increase or Incremental Term Loan (and the application of proceeds thereof to the repayment of any other Indebtedness) and Consolidated EBITDA measured for the Reference Period then most recently ended for which the Company has delivered Financial Statements, and (ii) the Administrative Agent shall have received documents and opinions of counsel (including legal opinions) consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Company to borrow hereunder immediately after giving effect to such increase. Revolving Commitment increase or Incremental Term Loan. (c) On the effective date of any increase in the Revolving Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such Revolving Commitment increase and the use of such amounts to make payments to such other Lenders, each Lender’s 's portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. (d) The Incremental Term Loans (i) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (ii) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (iii) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided, that (x) the terms and conditions applicable to any Incremental Term Loan maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (y) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. (e) Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such Incremental Term Loan, if any, each Augmenting Lender participating in such Incremental Term Loan, if any, and the Administrative Agent. Each Incremental Term Loan Amendment may, without the consent of any other Lenders (except to the extent required pursuant to the provisos in Section 9.02(b)), effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in a minimum amount of $50,000,000 and increments of $100,000,000 10,000,000 so long as, after giving effect theretoto any such increases or Incremental Term Loans, from and after the Amendment No. 2 Effective Date the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000300,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend to participate in such Incremental Term Loans, or provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.03 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisPro Forma Basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.18 and (ii) to the extent reasonably requested by the Administrative Agent, the Administrative Agent shall have received documents and opinions of counsel consistent with the same type, to the extent applicable, as those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increaseincrease (or to the extent the resolutions delivered on the Effective Date approve such matters, a certification from the Company that the resolutions delivered on the Effective Date remain in full force and effect and have not been amended or otherwise modified since the adoption thereof). On the effective date of any increase in the CommitmentsRevolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Revolving Lender’s portion of the outstanding Syndicated Revolving Loans of all the Revolving Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Revolving Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the existing Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Revolving Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Revolving Maturity Date and (ii) the Incremental Term Loans may be priced differently (whether in the form of interest rate margin, upfront fees, original issue discount, call protection or otherwise) than the Revolving Loans and the existing Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 20,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000100,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,00050,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.10 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable BorrowerCompany, or the Company on behalf of the applicable Swiss Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,000150,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Financial Officer of the covenants contained in Sections 6.08 and 6.09 and Borrower, (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increaseincrease and (iii) the Borrower and its Subsidiaries shall be in compliance, calculated on a pro forma basis reasonably acceptable to the Administrative Agent, with the covenant contained in Section 6.11. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000250,000,000. The Company Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that none of the Borrower or any of its Subsidiaries or Affiliates or a natural person may be an Augmenting Lender), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Augmenting Lenders and Increasing Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.07 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the Borrowers case of any Incremental Term Loans, the Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000200,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 Article VIII and (ii) the Administrative Agent shall have received (x) documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increaseincrease and (y) in the case of any Augmenting Bank that is organized under the laws of a jurisdiction outside the United States of America, its name, address, tax identification number and/or such other information as shall be necessary for the Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the USA Patriot Act. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 10,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,00050,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an “Incremental Term Loan Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20.

Expansion Option. The Company may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,00050,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or to participate in such Incremental Term Loans, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basisbasis reasonably acceptable to the Administrative Agent) with the covenants contained in Sections 6.08 and 6.09 Section 6.11 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an “Incremental Term Loan Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20.

Expansion Option. The Company may from time to time after the Effective Date elect to increase the any Class of existing Term Loans or Term Loan Commitments or enter into one or more tranches of incremental term loans (such increase or tranche, an “Incremental Term Loan”), in each case in minimum increments of $100,000,000 15,000,000 so long as, after giving effect thereto, the aggregate amount of such increases Incremental Term Loans does not exceed $500,000,000400,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its CommitmentTerm Loan Commitment or provide a Term Loan Commitment (in the case of an existing Term Lender), or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Term Loan Commitments, or extend to participate in such Incremental Term Loans, or provide new Term Loan Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval which approvals shall not to LEGAL02/41506940v2 be unreasonably withheldwithheld and shall be evidenced by the Administrative Agent’s execution of the agreement substantially in the form of Exhibit C or Exhibit D, as the case may be) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan, which consent shall be deemed to have occurred upon execution of an agreement substantially in the form of Exhibit C or Exhibit D, as the case may be) shall be required for any increase in Term Loan Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Term Loan Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Term Loan Commitments (or in the Term Loan Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or, in the case of Incremental Term Loans, on the date specified in the agreement substantially in the form of Exhibit C or Exhibit D, as the case may be, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Administrative Agent, the Increasing Lenders and the Augmenting Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.05 and (ii) the Administrative Agent shall have received (to the extent not previously received, or to the extent reasonably requested, in each case by the Administrative Agent) documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase. On The Incremental Term Loans (a) shall rank pari passu in right of payment with the effective date of initial Term Loans, (b) shall not mature earlier than the latest Maturity Date hereunder (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any increase in event no more favorably than) the Commitments, initial Term Loans; provided that (i) each Augmenting Lenderthe terms and conditions applicable to any tranche of Incremental Term Loans maturing after the latest Maturity Date hereunder then in effect at the time of the effectiveness of such tranche of Incremental Term Loans may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after such Maturity Date or, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds so long as the Administrative Agent shall determine, also applying for the benefit of the Term Loans outstanding prior to giving effect thereto, may provide for additional covenants and/or events of default agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders and (ii) the Incremental Term Loans may be priced differently than the initial Term Loans and may provide for amortization payments as agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, as being required in order effect such amendments to cause, after giving effect to such increase this Agreement and the use of such amounts to make payments to such other LendersLoan Documents as may be necessary or appropriate, each Lender’s portion in the reasonable opinion of the outstanding Syndicated Loans Administrative Agent, to effect the provisions of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loansthis Section 2.20. Nothing contained in this Section 2.20 shall constitute, and (iii) the Borrowers shall or otherwise be deemed to have repaid be, a commitment on the part of any Lender to increase its Term Loan Commitment hereunder, or provide Incremental Term Loans, at any time (other than as otherwise expressly agreed to by any applicable Lender in the agreements substantially in the form of Exhibit C and reborrowed all outstanding Syndicated Loans Exhibit D as provided above). In connection with any increase of the date Term Loan Commitments or Incremental Term Loans pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any increase in Augmenting Lender that is organized under the Commitments (with such reborrowing to consist laws of a jurisdiction outside of the Types LEGAL02/41506940v2 United States of Syndicated LoansAmerica, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with related Interest Periods if applicable“know your customer” and anti-money laundering rules and regulations, specified including without limitation, the Patriot Act. Any Incremental Term Loans may be denominated in a notice delivered by currency other than Dollars so long as such currency is approved in writing under the applicable BorrowerIncremental Term Loan Amendment by each Increasing Lender, or Augmenting Lender and the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 if the deemed payment occurs other than on the last day of the related Interest PeriodsAdministrative Agent.

Expansion Option. (a) The Company may from time to time elect to increase the Revolving Commitments or enter into one or more additional tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum increments amount of $100,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof so long as, after giving effect thereto, the aggregate amount of such Revolving Commitment increases and all such Incremental Term Loans does not exceed $500,000,000100,000,000. The Company may arrange for any such Revolving Commitment increase or Incremental Term Loan to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided provided, that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (such approval and, except in the case of an Incremental Term Loan, the Swingline Lender and the Issuing Bank, which approvals shall not to be unreasonably withheld) withheld or delayed and (ii) (xA) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)D, and (yB) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)E hereto. No consent of any Lender (other than the Lenders participating in the increasesuch Revolving Commitment increase or Incremental Term Loan) shall be required for any such increase in Commitments or Incremental Term Loan pursuant to this Section 2.19. Increases 2.21. (b) Revolving Commitment increases, new Revolving Commitments and new Commitments Incremental Term Loans created pursuant to this Section 2.19 2.21 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or Incremental Term Loan shall become effective under this paragraph unless, unless (i) on the proposed date of the effectiveness of such increaseRevolving Commitment increase or Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied both before and immediately after giving effect to such Revolving Commitment increase or Incremental Term Loan or waived by the Required Lenders Lenders, and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) compliance with the covenants contained Consolidated Leverage Ratio covenant set forth in Sections 6.08 Section 6.09(a), with Consolidated Total Debt measured as of the date of and 6.09 immediately after giving effect to any funding in connection with such Revolving Commitment increase or Incremental Term Loan (and the application of proceeds thereof to the repayment of any other Indebtedness) and Consolidated EBITDA measured for the Reference Period then most recently ended for which the Company has delivered Financial Statements, and (ii) the Administrative Agent shall have received documents and opinions of counsel (including legal opinions) consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Company to borrow hereunder immediately after giving effect to such increase. Revolving Commitment increase or Incremental Term Loan. (c) On the effective date of any increase in the Revolving Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such Revolving Commitment increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. (d) The Incremental Term Loans (i) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (ii) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (iii) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided, that (x) the terms and conditions applicable to any Incremental Term Loan maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (y) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. (e) Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Company, each Increasing Lender participating in such Incremental Term Loan, if any, each Augmenting Lender participating in such Incremental Term Loan, if any, and the Administrative Agent. Each Incremental Term Loan Amendment may, without the consent of any other Lenders (except to the extent required pursuant to the provisos in Section 9.02(b)), effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.21. Nothing contained in this Section 2.21 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Expansion Option. (a) The Company Borrowers may from time to time after the Closing Date elect to increase the Revolving Commitments or any Extended Revolving Commitments or enter into one or more new Classes of Revolving Commitments (“Increased Commitments”) or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in minimum increments each case in an aggregate principal amount of not less than $100,000,000 25,000,000 (or such lesser amount as may be reasonably agreed by the Administrative Agent) so long as, after giving effect thereto, the aggregate amount of all such increases Increased Commitments and all such Incremental Term Loans (other than Refinancing Term Loans) established following the Closing Date does not exceed the sum of (x) $500,000,000720,000,000 less the aggregate principal amount of Indebtedness incurred under Section 6.01(r) and 6.01(w) in reliance on the “Unrestricted Incremental Amount”, plus (y) the amount of any voluntary prepayments of the Tranche A Term Loans and reductions in the amount of the Revolving Commitments, in each case, to the extent not funded with long term Indebtedness (this clause (y) together with clause (x), the “Unrestricted Incremental Amount”), plus (z) an amount so long as, in the case of this clause (z), at the time of incurrence thereof, on a Pro Forma Basis (assuming all Increased Commitments were fully drawn and excluding the cash proceeds of such Incremental Term Loans and Increased Commitments from cash and Cash Equivalents), but excluding from such calculation any amounts incurred substantially concurrently in reliance on the Unrestricted Incremental Amount, the Consolidated Secured Leverage Ratio would be less than or equal to 1.50 to 1.0 as of the last day of the most recent fiscal quarter of the Parent Entity for which financial statements have been delivered pursuant to Section 5.01(a) or (b) (this clause (z), the “Ratio Incremental Amount”) ((the aggregate amount under clauses (x), (y) and (z), the “Incremental Basket Amount”). The Company Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment or Extended Revolving Commitment, or to enter into one or more new Classes of Revolving Commitments, or to participate in such Incremental Term Loan, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Revolving Commitment or Extended Revolving Commitment, or to enter into one or more new Classes of Revolving Commitments, or to participate in such Incremental Term Loan, or extend Revolving Commitments or extend Extended Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender (and, in the case of an Increased Commitment, each Increasing Lender, ) shall be subject to the approval of the Company Borrower Agent and the Administrative Agent and, in the case of an Increased Commitment, each Issuing Bank and Swingline Lender (such approval consents not to be unreasonably withheld) ). Without the consent of any Lenders other than the relevant Increasing Lenders or Augmenting Lenders, this Agreement and (ii) (x) the other Loan Documents may be amended pursuant to an Additional Credit Extension Amendment as may be necessary or appropriate, in the case reasonable opinion of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)Borrower Agent, and (y) in to effect the case provisions of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.19 shall become effective on the date agreed by Parent, the Companyapplicable Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Commitment of any Lender) Extended Revolving Commitments or Incremental Term Loan shall become effective be permitted under this paragraph unless, (i) unless on the proposed date of the effectiveness of such increaseincrease in the Revolving Commitments or Extended Revolving Commitments or borrowing of such Incremental Term Loan, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.03 shall be satisfied or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents a certificate to that effect dated such date and opinions executed by a Financial Officer of counsel consistent with those delivered on the Effective Date as Borrower Agent; provided that if the proceeds of any Incremental Term Loans are being used to finance an acquisition or other permitted Investment, (x) the reference in Section 4.03(a) to the corporate power and authority accuracy of the Borrowers representations and warranties shall refer to borrow hereunder after giving effect the accuracy of the representations and warranties contained in Sections 3.01 with respect to such increasethe Loan Parties (limited to the first sentence thereof), 3.02, 3.03(b)(ii), 3.08, 3.10, 3.13, 3.14 and 3.15 and (y) Section 4.03(b) shall apply solely to Specified Events of Default. On the effective date of any increase in the CommitmentsRevolving Commitments or Extended Revolving Commitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iiiii) except in the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as case of any Incremental Term Loans, if, on the date of such increase, there are any increase in Revolving Loans outstanding, such Revolving Loans shall on or prior to the effectiveness of such Increased Commitments (with such reborrowing be prepaid to consist the extent necessary from the proceeds of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered additional Revolving Loans made hereunder by the applicable BorrowerIncreasing Lenders and Augmenting Lenders, so that, after giving effect to such prepayments and any borrowings on such date of all or any portion of such Increased Commitments, the Company on behalf principal balance of all outstanding Revolving Loans owing to each Lender with a Revolving Commitment is equal to such Lender’s pro rata share (after giving effect to any nonratable Increased Commitment pursuant to this Section 2.19) of all then outstanding Revolving Loans. The Administrative Agent and the applicable BorrowerLenders hereby agree that the borrowing notice, minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in accordance with this Agreement shall not apply to the requirements of Section 2.03)transactions effected pursuant to the immediately preceding sentence. The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.15 if the deemed payment occurs other than on the last day of the related Interest Periods. The terms of any Incremental Term Loans shall be as set forth in the amendment to this Agreement providing for such Incremental Term Loans; provided that (i) the final maturity date of any Incremental Term Loans shall be no earlier than the Term Loan A Maturity Date, (ii) the Weighted Average Life to Maturity of such Incremental Term Loans shall not be shorter than the then remaining Weighted Average Life to Maturity of the Tranche A Term Loans, (iii) Incremental Term Loans shall not participate on a greater than pro rata basis with the Tranche A Term Loans in any optional or mandatory prepayment hereunder, (iv) the provisions with respect to payment of interest, prepayments, original issue discount and upfront fees shall be as set forth in the amendment providing for such Incremental Term Loans; and (v) all other terms applicable to such Incremental Term Loans (other than provisions specified in clauses (i) through (iv) above and other than pricing, interest rate margins, rate floors, currency (which may be an Alternative Currency), discounts, premiums, fees, and optional prepayment terms and provisions, all of which shall be determined by the Borrower Agent and the Lenders providing such Incremental Term Loans) shall be, in the aggregate not materially more restrictive than the terms of this Agreement as determined in good faith by the Borrower Agent, except for covenants or other provisions applicable only to periods after the then Term Loan A Maturity Date at the time such Indebtedness is incurred or added to this Agreement for the benefit of the Lenders hereunder (it being understood that no consent shall be required by Lenders for terms or conditions that are more restrictive than this Agreement if such terms or conditions are added to this Agreement); provided further that the requirements set forth in the foregoing clauses (i) and (ii) shall not apply to any Indebtedness consisting of a customary bridge facility so long as such bridge facility automatically converts into long-term Indebtedness that satisfies such clauses (i) and (ii). The terms of any Increased Commitments shall be as set forth in the amendment to this Agreement providing for such Increased Commitments; provided that (i) the maturity date of any Increased Commitments shall be no earlier than the Revolving Credit Maturity Date and such Increased Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Revolving Credit Maturity Date, (ii) the provisions with respect to payment of interest and fees shall be as set forth in the amendment providing for such Increased Commitments; and (iii) all other terms applicable to such Increased Commitments (other than provisions specified in clauses (i) and (ii) above and other than pricing, interest rate margins, rate floors, currency (which may be an Alternative Currency) and fees) shall be, in the aggregate, not materially more restrictive than the terms of this Agreement as determined in good faith by the Borrower Agent, except for covenants or other provisions applicable only to periods after the then Revolving Credit Maturity Date at the time such Indebtedness is incurred or added to this Agreement for the benefit of the Lenders hereunder (it being understood that no consent shall be required by Lenders for terms or conditions that are more restrictive than this Agreement if such terms or conditions are added to this Agreement). (b) This Section 2.19 shall override any provisions in Section 9.02 to the contrary. (c) If, on the effective date of any Increased Commitments, there are any Revolving Loans of the applicable Class outstanding, such Revolving Loans shall on or prior to the effectiveness of such Increased Commitments be prepaid to the extent necessary from the proceeds of additional Revolving Loans made hereunder by the relevant Increasing Lenders or Augmenting Lenders, so that, after giving effect to such prepayments and any borrowings on such date of all or any portion of such Increased Commitments, the principal balance of all outstanding Revolving Loans owing to each Lender with a Revolving Commitment of such Class is equal to such Lender’s pro rata share of all then outstanding Revolving Loans. The Administrative Agent and the Lenders hereby agree that the borrowing notice, minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence and the deemed payments made pursuant the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.15 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000300,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 Section 6.07a maximum Net Leverage Ratio of no greater than 4.00 to 1.00, recomputed as at the last day of the most recently ended fiscal quarter of the Company for which #93177127v17 financial statements are available, as if such increase in the Commitments had occurred on the first day of each relevant period for testing such compliance, and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be be, unless waived by any Lender in its reasonable discretion, subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 12,500,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,00062,500,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and (B) the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Commitments enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case in a minimum amount of $50,000,000 and minimum increments of $100,000,000 10,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of all such increases Incremental Term Loans does not exceed $500,000,0002,500,000,000. The Company may arrange for any such increase tranche to be provided by one or more Lenders (each Lender so agreeing to an increase participate in its Commitmentsuch Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments or extend Commitments, as the case may beparticipate in such Incremental Term Loans; provided that (i) each Augmenting Lender, Lender shall be subject to the approval of the Company and the Administrative Agent (each such approval consent, not to be unreasonably withheld, conditioned or delayed) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)G hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)H hereto. No consent of any Lender (other than the Lenders participating in the increaseany Incremental Term Loan) shall be required for any increase in Commitments Incremental Term Loan pursuant to this Section 2.192.22. Increases and new Commitments Incremental Term Loans created pursuant to this Section 2.19 2.22 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment tranche of any Lender) #91672042V18 43 Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseIncremental Term Loans, (A) the conditions set forth in paragraphs Section 4.01(d)(i) (aother than with respect to the representations in Sections 3.04(a), 3.12(b) and (b3.16) of and Section 5.03 4.01(d)(ii) shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Sections Section 6.08 and 6.09 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase. On Incremental Term Loans; provided that, with respect to any Incremental Term Loans incurred for the effective date purpose of financing an acquisition for which the Company has determined, in good faith, that limited conditionality is reasonably necessary (any increase in the Commitmentssuch acquisition, a “Limited Conditionality Acquisition” and such Incremental Term Loans, “Acquisition-Related Incremental Term Loans”), (ix) each Augmenting Lender, if any, shall become a Lender, clause (iii)(A) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Loans, and (iii) the Borrowers this sentence shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans been satisfied so long as (1) as of the date of execution of the definitive acquisition documentation in respect of a Limited Conditionality Acquisition (a “Limited Conditionality Acquisition Agreement”) by the parties thereto, no Default or Event of Default shall have occurred and be continuing or would result from entry into such documentation, (2) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under clause (a), (b), (h) or (i) of Article VII is in existence immediately before or immediately after giving effect (including on a pro forma basis) to such borrowing and to any increase concurrent transactions and any substantially concurrent use of proceeds thereof, (3) the representations and warranties set forth in Article III shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of the Commitments date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representation and warranty specifically refers to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of such earlier date and (4) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, representations and warranties substantially consistent with the Specified Representations (with such reborrowing representations and warranties to consist be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) immediately prior to, and immediately after giving effect to, the incurrence of the Types of Syndicated such Acquisition-Related Incremental Term Loans, with related Interest Periods if applicable, specified in a notice delivered by except to the applicable Borrower, or the Company on behalf of the applicable Borrowerextent any such representation and warranty specifically refers to an earlier date, in accordance with the requirements which case such representation and warranty shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality or Material Adverse Effect shall be true and correct in all respects) as of Section 2.03). The deemed payments made pursuant to such earlier date and (y) clause (iiii)(B) of the immediately preceding this sentence shall be accompanied deemed to have been satisfied so long as the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.08 as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Loans, (b) shall not mature earlier than the latest applicable Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Loans; provided that (i) the terms and conditions applicable to any tranche of all accrued interest on Incremental Term Loans maturing after the amount prepaid latest applicable Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the latest applicable Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, in respect of each Eurocurrency Loanas appropriate, shall be subject to indemnification the other Loan Documents, executed by the Borrowers pursuant Company, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such #91672042V18 44 amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.14 if the 2.22. Nothing contained in this Section 2.22 shall constitute, or otherwise be deemed payment occurs other than to be, a commitment on the last day part of the related Interest Periodsany Lender to provide Incremental Term Loans at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 50,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000250,000,000. The Company may arrange for any such increase to be provided by one or more Lenders Banks (each Lender Bank so agreeing to an increase in its Commitment, an “Increasing LenderBank”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting LenderBank”; provided that no Ineligible Institution may be an Augmenting Bank), to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Increasing Bank and each Augmenting Lender, Bank shall be subject to the approval of the Company Company, the Agent and the Administrative Agent (such approval not to be unreasonably withheld) each LC Issuer and (ii) (x) in the case of an Increasing LenderBank, the Company and such Increasing Lender Bank execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)F hereto, and (y) in the case of an Augmenting LenderBank, the Company and such Augmenting Lender Bank execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)G hereto. No consent of any Lender Bank (other than the Lenders Banks participating in the increaseincrease and the Agent and each LC Issuer) shall be required for any increase in Commitments pursuant to this Section 2.192.16. Increases and new Commitments created pursuant to this Section 2.19 2.16 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders Banks or Augmenting Lenders Banks, and the Administrative Agent shall notify each Lender Bank thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any LenderBank) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs clauses (ai) and (bii) of Section 5.03 11.2 shall be satisfied or waived by the Required Lenders Majority Banks and the Agent shall have received a certificate to that effect dated such date and executed by a Designated Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 and Article VIII, (ii) the Administrative Agent shall have received (x) documents and opinions of counsel consistent with those delivered on the Effective Closing Date as to the corporate organizational power and authority of the Borrowers Company to borrow hereunder after giving effect to such increase and (y) in the case of any Augmenting Bank that is organized under the laws of a jurisdiction outside the United States of America, its name, address, tax identification number and/or such other information as shall be necessary for the Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the USA Patriot Act, and (iii) the Company shall have issued a new interest-bearing First Mortgage Bond in favor of the Agent pursuant to a Supplemental Indenture satisfactory to Agent (x) in the amount of the Aggregate Commitment (giving effect to such increase) or (y) in the amount of such increase, such that the aggregate principal amount of the Bonds will, when taken together, equal the Aggregate Commitment (giving effect to such increase). On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender Bank and Augmenting Lender Bank shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other LendersBanks, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other LendersBanks, each LenderBank’s portion of the outstanding Syndicated Loans of all the Lenders Banks to equal its Applicable Percentage Pro Rata Share of such outstanding Syndicated Loans, and (iiiii) the Borrowers Company shall be deemed to have repaid and reborrowed all outstanding Syndicated Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable BorrowerCompany, in accordance with the requirements of Section 2.032.8). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency LoanEurodollar Advance, shall be subject to indemnification by the Borrowers Company pursuant to the provisions of Section 2.14 4.4 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.16 shall constitute, or otherwise be deemed to be, a commitment on the part of any Bank to increase its Commitment hereunder at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments in a minimum increments amount of $100,000,000 5,000,000 so long as, after giving effect thereto, the aggregate amount of such increases the Commitments does not exceed $500,000,000275,000,000. The Company Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “"Increasing Lender”"), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “"Augmenting Lender”"), to increase their existing Commitments Commitments, or extend Commitments, as the case may be; , provided that (i) each Augmenting Lender, shall be subject reasonably acceptable to the approval of the Company Borrower and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender). No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.19D hereto. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) ), shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 5.02 shall be satisfied or waived by the Required Lenders and (B) the Company Administrative Agent shall be in compliance (on have received a pro forma basis) with certificate to that effect dated such date and executed by a Responsible Officer of the covenants contained in Sections 6.08 and 6.09 Borrower and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s 's portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, Borrower in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods.

Expansion Option. The Company may from time to time elect to increase the Revolving Commitments in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000. The Company may arrange for any such increase to be provided by one or more Revolving Lenders (each Revolving Lender so agreeing to an increase in its Revolving Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Revolving Commitments, or extend provide new Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Revolving Lender (other than the Revolving Lenders participating in the increase) shall be required for any increase in Revolving Commitments pursuant to this Section 2.192.20. Increases and new Revolving Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Revolving Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 Section 6.07 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Revolving Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Revolving Lenders, each Revolving Lender’s portion of the outstanding Syndicated Revolving Loans of all the Revolving Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Term SOFR Loan and Alternative Currency Term Rate Loan, shall be be, unless waived by any Revolving Lender in its reasonable discretion, subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Revolving Lender to increase its Revolving Commitment hereunder, at any time.

Expansion Option. The Company may from time to time elect to increase the Commitments in minimum increments of $100,000,000 25,000,000 so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $500,000,000300,000,000. The Company may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)D hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.192.20. Increases and new Commitments created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and (B) the Company shall be in compliance (on a pro forma basis) with the covenants covenant contained in Sections 6.08 and 6.09 Section 6.07 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Commitments, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) the Borrowers shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be be, unless waived by any Lender in its reasonable discretion, subject to indemnification by the Borrowers pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, at any time.

Expansion Option. The Company Borrower may from time to time elect to increase the Commitments or enter into one or more tranches of term loans (each an “Incremental Term Loan”), in each case a minimum increments amount of $100,000,000 10,000,000 and any integral of $5,000,000 in excess thereof, so long as, after giving effect thereto, the aggregate amount of such increases and all such Incremental Term Loans does not exceed $500,000,000150,000,000. The Company Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Commitments Commitments, or extend to participate in such Incremental Term Loans, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and Borrower, the Administrative Agent (such approval not and the Issuing Bank and the Swingline Lender to the extent the consent of the Issuing Bank or the Swingline Lender would be unreasonably withheld) required to effect an assignment under Section 9.04(b), and (ii) (x) in the case of an Increasing Lender, the Company Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit E hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Increasing Lender)B hereto, and (y) in the case of an Augmenting Lender, the Company Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit F hereto (with such changes as are reasonably agreed to by the Company, the Administrative Agent and the Augmenting Lender)C hereto. No consent of any Lender (other than the Lenders participating in the increaseincrease or any Incremental Term Loan) shall be required for any increase in Commitments or Incremental Term Loan pursuant to this Section 2.192.20. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.19 2.20 shall become effective on the date agreed by the CompanyBorrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increaseincrease or Incremental Term Loans, (A) the conditions set forth in paragraphs (a) and (b) of Section 5.03 4.02 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower and (B) the Company Borrower shall be in compliance (on a pro forma basis) with the covenants contained in Sections 6.08 and 6.09 Section 6.02 and (ii) the Administrative Agent shall have received documents and opinions of counsel consistent with those delivered on the Effective Date as to the corporate organizational power and authority of the Borrowers Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the CommitmentsCommitments or any Incremental Term Loans being made, (i) each Augmenting Lender, if any, shall become a Lender, (ii) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Syndicated Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Syndicated Revolving Loans, and (iiiii) except in the Borrowers case of any Incremental Term Loans, the Borrower shall be deemed to have repaid and reborrowed all outstanding Syndicated Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Syndicated Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (iiiii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Eurodollar Loan, shall be subject to indemnification by the Borrowers Borrower pursuant to the provisions of Section 2.14 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder, or provide Incremental Term Loans, at any time. In connection with any increase of the Commitments or Incremental Term Loans pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.