Common use of Extensions of Revolving Loans and Revolving Commitments Clause in Contracts

Extensions of Revolving Loans and Revolving Commitments. (a) The Borrower Agent may at any time and from time to time request that all or a portion of the Revolving Commitments (including any previously extended Revolving Commitments) existing at the time of such request (each, an “Existing Revolving Commitment” and any related revolving loans under any such facility, “Existing Revolving Loans”) be exchanged to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “Extended Revolving Commitments” and any related Revolving Loans, “Extended Revolving Loans”) and to provide for other terms consistent with this Section 2.27. Prior to entering into any Extension Agreement with respect to any Extended Revolving Commitments, the Borrower Agent shall provide a notice to the Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving Commitments) (a “Revolving Extension Request”) setting forth the proposed terms of the Extended Revolving Commitments to be established thereunder, which terms shall be identical to those applicable to the Existing Revolving Commitments from which they are to be extended (the “Specified Existing Revolving Commitment Class”) except (x) all or any of the final maturity dates of such Extended Revolving Commitments may be delayed to later dates than the final maturity dates of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, (y) the all-in pricing (including, without limitation, margins, fees and premiums) with respect to the Extended Revolving Commitments may be higher or lower than the all-in pricing (including, without limitation, margins, fees and premiums) for the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and (z) the commitment fee rate with respect to the Extended Revolving Commitments may be higher or lower than the commitment fee rate for Existing Revolving Commitments of the Specified Existing Revolving Commitment, in each case, to the extent provided in the applicable Extension Agreement; provided that, notwithstanding anything to the contrary in this Section 2.27 or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of the Extended Revolving Loans under any Extended Revolving Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Revolving Loans (the mechanics for which may be implemented through the applicable Extension Agreement and may include technical changes related to the borrowing and repayment procedures of this Agreement), (2) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by the assignment and participation provisions set forth in Section 9.04 and (3)(I) in the case of Section 2.09, no permanent repayment of Extended Revolving Loans (and corresponding permanent reduction in the related Extended Revolving Commitments) shall be permitted unless all Existing Revolving Loans and all Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Extended Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full). Any Extended Revolving Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing Revolving Commitments (together with any other Extended Revolving Commitments so established on such date).

Extensions of Revolving Loans and Revolving Commitments. (a) The Any Borrower Agent may at any time and from time to time request that all or a portion of the any Class of Revolving Commitments (including any previously extended New Revolving Loan Commitments and any outstanding Classes of Permitted Replacement Revolving Commitments) ), each existing at the time of such request (each, an “Existing Revolving Commitment” and any related revolving loans under any such facilityRevolving Loans thereunder, “Existing Revolving Loans”) be exchanged to replaced with or reclassified or converted into commitments and loans that extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “Extended Permitted Replacement Revolving Commitments” and any related Revolving Loans, “Extended Permitted Replacement Revolving Loans”) and to provide for other terms consistent with this Section 2.272.25. Prior In order to entering into establish any Extension Agreement with respect to any Extended Permitted Replacement Revolving Commitments, the Parent Borrower Agent shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving Commitments) (a “Permitted Replacement Revolving Extension Commitment Request”) setting forth the proposed terms of the Extended Permitted Replacement Revolving Commitments to be established thereunderestablished, which terms shall be identical to those applicable to Existing Revolver Commitments; provided that (i) the Existing Revolving Commitments from which they are to be extended (the “Specified Existing Revolving Commitment Class”) except (x) all or any Termination Date of the final maturity dates of such Extended Permitted Replacement Revolving Commitments may be delayed to a later dates date than the final maturity dates Revolving Commitment Termination Date of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, Commitment; (yii) the all-in pricing (including, without limitation, margins, fees and premiums) Effective Yield with respect to extensions of credit under the Extended Permitted Replacement Revolving Commitments Commitment (whether in the form of interest rate margin, upfront fees, original issue discount or otherwise) may be higher or lower different than the all-in pricing (including, without limitation, margins, fees and premiums) Effective Yield for extensions of credit under the Existing Revolving Commitments of Commitment; (iii) all borrowings under the Specified Existing Revolving Commitment Class and (z) the commitment fee rate with respect to the Extended applicable Revolving Commitments may be higher or lower than the commitment fee rate for Existing Revolving Commitments of the Specified Existing Revolving Commitment, in each case, to the extent provided in the applicable Extension Agreement; provided that, notwithstanding anything to the contrary in this Section 2.27 or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of the Extended Revolving Loans under any Extended Revolving Commitments repayments thereunder shall be made on a pro rata basis with any borrowings (except for (I) payments of interest and fees at different rates on Permitted Replacement Revolving Commitments (and related outstandings) and (II) repayments required upon the Revolving Commitment Termination Date of the Existing Revolving Loans (the mechanics for which may be implemented through the applicable Extension Agreement and may include technical changes related to the borrowing and repayment procedures of this AgreementCommitments), (2) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by the assignment and participation provisions set forth in Section 9.04 ; and (3)(Iiv) the Permitted Replacement Revolving Amendment may provide for other covenants and terms that apply solely to any period after the Latest Maturity Date that is in effect on the case effective date of Section 2.09the Permitted Replacement Revolving Amendment; provided, further, that in no permanent repayment event shall the final maturity date of Extended Revolving Loans (and corresponding permanent reduction in the related Extended Revolving Commitments) shall be permitted unless all Existing Revolving Loans and all Existing any Permitted Replacement Revolving Commitments of a given Class at the Specified time of establishment thereof be earlier than the then Latest Maturity Date of any Existing Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Extended Commitments. Any Permitted Replacement Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full). Any Extended Revolving Commitments of any Extension Series shall constitute a separate Class or Classes, as the case may be, of Revolving Commitments from the Classes constituting the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing Revolving Commitments (together with any other Extended Revolving Commitments so established on such date)Commitments.

Extensions of Revolving Loans and Revolving Commitments. (a) The Borrower Agent Company may at any time and from time to time request that all or a portion of the Ex-FILO Revolving Commitments of any Class (including in respect of any Ex-FILO Subfacility, and, in each case, including any previously extended Ex-FILO Revolving Commitments) ), existing at the time of such request (each, an “Existing Revolving Commitment” and any related revolving loans Ex-FILO Revolving Loans under any such facilityClass (including in respect of any Ex-FILO Subfacility), “Existing Revolving Loans”; each Existing Revolving Commitment and related Existing Revolving Loans together being referred to as an “Existing Revolving Class”) be converted or exchanged to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “Extended Revolving Commitments” and any related Revolving Loans, “Extended Revolving Loans”) and to provide for other terms consistent with this Section 2.272.19. Prior to entering into any Extension Agreement Amendment with respect to any Extended Revolving Commitments, the Borrower Agent Company shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class (including in respect of any Ex-FILO Subfacility) of Existing Revolving Commitments, with such request offered equally to all Lenders of such Class (including in respect of any Ex-FILO Subfacility)) (a “Revolving Extension Request”) setting forth the proposed terms of the Extended Revolving Commitments to be established thereunder, which terms shall be identical similar to those applicable to the Existing Revolving Commitments from which they are to be extended (the “Specified Existing Revolving Commitment Class”) except that (xw) all or any of the final maturity and/or termination dates of such Extended Revolving Commitments may be delayed to later dates than the final maturity and/or termination dates of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, (yx)(A) the all-in pricing (includinginterest rates, without limitation, interest margins, fees rate floors, upfront fees, funding discounts, original issue discounts and premiums) prepayment terms and premiums with respect to the Extended Revolving Commitments may be higher or lower different than the all-in pricing (including, without limitation, margins, fees and premiums) those for the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and/or (B) additional fees and/or premiums may be payable to the Lenders providing such Extended Revolving Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A) and (zy)(1) the commitment fee rate Ex-FILO Unused Line Fee Rate with respect to the Extended Revolving Commitments may be higher or lower different than the commitment fee rate those for Existing Revolving Commitments of the Specified Existing Revolving Commitment, in each case, Commitment Class and (2) the Extension Amendment may provide for other covenants and terms that apply to any period after the extent provided in the applicable Extension AgreementLatest Maturity Date; provided that, notwithstanding anything to the contrary in this Section 2.27 2.19 or otherwise, (1I) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of the Extended Revolving Loans under any Extended Revolving Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Revolving Loans of the Specified Existing Revolving Commitment Class (the mechanics for which may be implemented through the applicable Extension Agreement Amendment and may include technical changes related to the borrowing and repayment procedures of this Agreement), the Specified Existing Revolving Commitment Class) and (2II) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by subject to the assignment and participation provisions applicable limitations set forth in Section 9.04 and (3)(I) in the case of Section 2.092.07, no permanent repayment repayments of Extended Revolving Loans (and corresponding permanent reduction in the related Extended Revolving Commitments) shall be permitted unless all Existing as may be agreed between the Company and the Lenders thereof. No Lender shall have any obligation to agree to have any of its Revolving Loans and all Existing or Revolving Commitments of the Specified any Existing Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Class converted or exchanged into Extended Revolving Loans or Extended Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full)pursuant to any Extension Request. Any Extended Revolving Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing Revolving Commitments (together with any other Extended Revolving Commitments so established on such date).

Extensions of Revolving Loans and Revolving Commitments. (a) The Borrower Agent Company may at any time and from time to time request that all or a portion of the Ex-FILO Revolving Commitments of any Class (including in respect of any Ex-FILO Subfacility, and, in each case, including any previously extended Ex-FILO Revolving Commitments) ), existing at the time of such request (each, an “"Existing Revolving Commitment” " and any related revolving loans Ex-FILO Revolving Loans under any such facilityClass (including in respect of any Ex-FILO Subfacility), “"Existing Revolving Loans”"; each Existing Revolving Commitment and related Existing Revolving Loans together being referred to as an "Existing Revolving Class") be converted or exchanged to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “"Extended Revolving Commitments” " and any related Revolving Loans, “"Extended Revolving Loans”") and to provide for other terms consistent with this Section 2.272.19. Prior to entering into any Extension Agreement Amendment with respect to any Extended Revolving Commitments, the Borrower Agent Company shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class (including in respect of any Ex-FILO Subfacility) of Existing Revolving Commitments, with such request offered equally to all Lenders of such Class (including in respect of any Ex-FILO Subfacility)) (a “Revolving "Extension Request”") setting forth the proposed terms of the Extended Revolving Commitments to be established thereunder, which terms shall be identical similar to those applicable to the Existing Revolving Commitments from which they are to be extended (the “"Specified Existing Revolving Commitment Class”") except that (xw) all or any of the final maturity and/or termination dates of such Extended Revolving Commitments may be delayed to later dates than the final maturity and/or termination dates of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, (yx)(A) the all-in pricing (includinginterest rates, without limitation, interest margins, fees rate floors, upfront fees, funding discounts, original issue discounts and premiums) prepayment terms and premiums with respect to the Extended Revolving Commitments may be higher or lower different than the all-in pricing (including, without limitation, margins, fees and premiums) those for the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and/or (B) additional fees and/or premiums may be payable to the Lenders providing such Extended Revolving Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A) and (zy)(1) the commitment fee rate Ex-FILO Unused Line Fee Rate with respect to the Extended Revolving Commitments may be higher or lower different than the commitment fee rate those for Existing Revolving Commitments of the Specified Existing Revolving Commitment, in each case, Commitment Class and (2) the Extension Amendment may provide for other covenants and terms that apply to any period after the extent provided in the applicable Extension AgreementLatest Maturity Date; provided that, notwithstanding anything to the contrary in this Section 2.27 2.19 or otherwise, (1I) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of the Extended Revolving Loans under any Extended Revolving Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Revolving Loans of the Specified Existing Revolving Commitment Class (the mechanics for which may be implemented through the applicable Extension Agreement Amendment and may include technical changes related to the borrowing and repayment procedures of this Agreement), the Specified Existing Revolving Commitment Class) and (2II) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by subject to the assignment and participation provisions applicable limitations set forth in Section 9.04 and (3)(I) in the case of Section 2.092.07, no permanent repayment repayments of Extended Revolving Loans (and corresponding permanent reduction in the related Extended Revolving Commitments) shall be permitted unless all Existing as may be agreed between the Company and the Lenders thereof. No Lender shall have any obligation to agree to have any of its Revolving Loans and all Existing or Revolving Commitments of the Specified any Existing Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Class converted or exchanged into Extended Revolving Loans or Extended Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full)pursuant to any Extension Request. Any Extended Revolving Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing Revolving Commitments (together with any other Extended Revolving Commitments so established on such date).

Extensions of Revolving Loans and Revolving Commitments. (a) The Borrower Agent Company may at any time and from time to time request that all or a portion of the Ex-FILO Revolving Commitments of any Class (including in respect of any Ex-FILO Subfacility, and, in each case,(including any previously extended Ex-FILO Revolving Commitments) ), existing at the time of such request (each, an “"Existing Revolving Commitment” " and any related revolving loans Ex-FILO Revolving Loans under any such facilityClass (including in respect of any Ex-FILO Subfacility), “"Existing Revolving Loans”) "; each Existing Revolving Commitment and related Existing Revolving Loans together being referred to as an "Existing Revolving Class"), be converted or exchanged to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “"Extended Revolving Commitments” " and any related Revolving Loans, “"Extended Revolving Loans”") and to provide for other terms consistent with this Section 2.272.19. Prior to entering into any Extension Agreement Amendment with respect to any Extended Revolving Commitments, the Borrower Agent Company shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class (including in respect of any Ex-FILO Subfacility) of Existing Revolving Commitments,Revolving Lenders with such request offered equally to all Revolving Lenders of such Class (including in respect of any Ex-FILO Subfacility)) (a “Revolving "Extension Request”") setting forth the proposed terms of the Extended Revolving Commitments to be established thereunder, which terms shall be identical similar to those applicable to the Existing Revolving Commitments from which they are to be extended ((such Tranche, the “"Specified Existing Revolving Commitment Class”) "), except that (xw) all or any of the final maturity and/or termination dates of such Extended Revolving Commitments may be delayed to later dates than the final maturity and/or termination dates of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, (yx)(A) the all-in pricing (includinginterest rates, without limitation, interest margins, fees rate floors, upfront fees, funding discounts, original issue discounts and premiums) prepayment terms and premiums with respect to the Extended Revolving Commitments may be higher or lower different than the all-in pricing (including, without limitation, margins, fees and premiums) those for the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class Class, and/or (B) additional fees and/or premiums may be payable to the Lenders providing such Extended Revolving Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A) and (zy)(1) the commitment fee rate Ex-FILO Unused Line Fee Rate with respect to the Extended Revolving Commitments may be higher or lower different than the commitment fee rate those for Existing Revolving Commitments of the Specified Existing Revolving CommitmentCommitments Class, in each case, and (2) the Extension Amendment may provide for other covenants and terms that apply to any period after the extent provided in the applicable Extension AgreementLatest Maturity Date; provided that, notwithstanding anything to the contrary in this Section 2.27 2.19 or otherwise, (1I) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of the Extended Revolving Loans under any Extended Revolving Commitments Commitments, shall be made on a pro rata basis with any borrowings and repayments of the Existing Revolving Loans of the Specified Existing Revolving Commitment Class, as applicable (the mechanics for which may be implemented through the applicable Extension Agreement Amendment and may include technical changes related to the borrowing and repayment procedures of this Agreement), (2) assignments and participations of Extended the Revolving Commitments of the Specified Existing Revolving Commitments Class) and Extended Revolving Loans shall be governed by (II) subject to the assignment and participation provisions applicable limitations set forth in Section 9.04 and (3)(I) in the case of Section 2.092.07, no permanent repayment repayments of Extended Revolving Loans (and corresponding permanent reduction in the related Extended Revolving Commitments) ), shall be permitted unless all Existing as may be agreed between the Company and the Lenders thereof. No Lender shall have any obligation to agree to have any of its Revolving Loans and all Existing or Revolving Commitments of the Specified any Existing Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Class converted or exchanged into Extended Revolving Loans or Extended Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full)pursuant to any Extension Request. Any series of Extended Revolving Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing ExistingExtended Revolving Commitments (together with any other Extended Revolving Commitments so established on such date).

Extensions of Revolving Loans and Revolving Commitments. (a) The Administrative Borrower Agent may at any time and from time to time after the commencement of the Revolving Availability Period request that all or a portion of the Revolving Commitments (including any previously extended Revolving Commitments) existing at the time of such request (each, an “Existing Revolving Commitment” and any related revolving loans under any such facilityRevolving Loans, “Existing Revolving Loans”; and each Existing Revolving Commitment and related Existing Revolving Loans together being referred to as the “Existing Revolving Class”) be exchanged converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any the principal amount of the Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “Extended Revolving Commitments” and any related Existing Revolving Loans, “Extended Revolving Loans”; and each Extended Revolving Commitment and related Extended Revolving Loans together the “Extended Revolving Class”) and to provide for other terms consistent with this Section 2.272.20. Prior to entering into any Extension Agreement Amendment with respect to any Extended Revolving Commitments, the Administrative Borrower Agent shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving CommitmentsClass and which such request shall be offered equally to all such Lenders) (a an “Revolving Extension Request”) setting forth the proposed terms of the Extended Revolving Commitments to be established thereunder, which terms shall be identical to those applicable to the Existing Revolving Commitments from which they are to be extended Commitments, except that (the “Specified Existing Revolving Commitment Class”w) except (x) all or any of the final maturity dates date of such Extended Revolving Commitments may be delayed to a later dates date than the final maturity dates of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, (yx) (A) the all-in pricing (includinginterest rates, without limitation, interest margins, fees interest rate floors, upfront fees, funding discounts, original issue discounts and premiums) premiums with respect to the Extended Revolving Commitments may be higher or lower different than the all-in pricing (including, without limitation, margins, fees and premiums) those for the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and and/or (zB) the commitment fee rate with respect additional fees and/or premiums may be payable to the Lenders providing such Extended Revolving Commitments may be higher in addition to or lower than the commitment fee rate for Existing Revolving Commitments in lieu of any of the Specified Existing Revolving Commitmentitems contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension AgreementAmendment, (y) (A) the undrawn revolving commitment fee rate and letter of credit fees with respect to such Extended Revolving Class may be different than such rate for the Existing Revolving Class and (B) the Extension Amendment may provide for other covenants and terms that apply to any period after the Maturity Date and (z) the terms of any Extended Revolving Commitments may also contain other differences from the Existing Revolving Class as are approved by the Administrative Agent, acting reasonably, so long as such differences are not material and not adverse to the Lenders of such Existing Revolving Class; provided that, notwithstanding anything to the contrary in this Section 2.27 2.20 or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Extended Revolving Loans with respect to the Extended Revolving Loans under any Extended Revolving Commitments Class shall be made on a pro rata basis with any borrowings and repayments of the Existing Revolving Loans of the Existing Revolving Class (the mechanics for which may be implemented through the applicable Extension Agreement Amendment and may include technical changes related to the borrowing borrowing, replacement Letter of Credit and repayment Swingline Loan procedures of this Agreementthe Existing Revolving Class), (2) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by the same assignment and participation provisions applicable to the Existing Revolving Class set forth in Section 9.04 11.04 and (3)(I3) in the case of subject to Section 2.092.07(b), no permanent repayment repayments of Extended Revolving Loans (and corresponding permanent reduction reductions in the related Extended Revolving Commitments) shall be permitted unless all Existing as may be agreed between the Administrative Borrower and the Lenders thereof. No Lender shall have any obligation to agree to have any of its Revolving Loans and all Existing or Revolving Commitments of the Specified Existing converted into Extended Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Loans or Extended Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full)pursuant to any Extension Request. Any Extended Revolving Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing Revolving Commitments (together with any other Extended Revolving Commitments so established on such date)which they were converted.

Extensions of Revolving Loans and Revolving Commitments. (a) The Borrower Agent Company may at any time and from time to time request that all or a portion of the Revolving Commitments of any Class (including in respect of any Subfacility, and, in each case, including any previously extended Revolving Commitments) ), existing at the time of such request (each, an “Existing Revolving Commitment” and any related revolving loans Revolving Loans under any such facilityClass (including in respect of any Subfacility), “Existing Revolving Loans”; each Existing Revolving Commitment and related Existing Revolving Loans together being referred to as an “Existing Revolving Class”) be converted or exchanged to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Existing Revolving Loans related to such Existing Revolving Commitments (any such Existing Revolving Commitments which have been so extended, “Extended Revolving Commitments” and any related Revolving Loans, “Extended Revolving Loans”) and to provide for other terms consistent with this Section 2.272.19. Prior to entering into any Extension Agreement Amendment with respect to any Extended Revolving Commitments, the Borrower Agent Company shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class (including in respect of any Subfacility) of Existing Revolving Commitments, with such request offered equally to all Lenders of such Class (including in respect of any Subfacility)) (a “Revolving Extension Request”) setting forth the proposed terms of the Extended Revolving Commitments to be established thereunder, which terms shall be identical similar to those applicable to the Existing Revolving Commitments from which they are to be extended (the “Specified Existing Revolving Commitment Class”) except that (xw) all or any of the final maturity and/or termination dates of such Extended Revolving Commitments may be delayed to later dates than the final maturity and/or termination dates of the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class, (yx)(A) the all-in pricing (includinginterest rates, without limitation, interest margins, fees rate floors, upfront fees, funding discounts, original issue discounts and premiums) prepayment terms and premiums with respect to the Extended Revolving Commitments may be higher or lower different than the all-in pricing (including, without limitation, margins, fees and premiums) those for the Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and/or (B) additional fees and/or premiums may be payable to the Lenders providing such Extended Revolving Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A) and (zy)(1) the commitment fee rate Unused Line Fee Rate with respect to the Extended Revolving Commitments may be higher or lower different than the commitment fee rate those for Existing Revolving Commitments of the Specified Existing Revolving Commitment, in each case, Commitment Class and (2) the Extension Amendment may provide for other covenants and terms that apply to any period after the extent provided in the applicable Extension AgreementLatest Maturity Date; provided that, notwithstanding anything to the contrary in this Section 2.27 2.19 or otherwise, (1I) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of the Extended Revolving Loans under any Extended Revolving Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Revolving Loans of the Specified Existing Revolving Commitment Class (the mechanics for which may be implemented through the applicable Extension Agreement Amendment and may include technical changes related to the borrowing and repayment procedures of this Agreement), the Specified Existing Revolving Commitment Class) and (2II) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by subject to the assignment and participation provisions applicable limitations set forth in Section 9.04 and (3)(I) in the case of Section 2.092.07, no permanent repayment repayments of Extended Revolving Loans (and corresponding permanent reduction in the related Extended Revolving Commitments) shall be permitted unless all Existing as may be agreed between the Company and the Lenders thereof. No Lender shall have any obligation to agree to have any of its Revolving Loans and all Existing or Revolving Commitments of the Specified any Existing Revolving Commitment Class, shall have been repaid in full and terminated, respectively and (II) in all other cases, no termination of Class converted or exchanged into Extended Revolving Loans or Extended Revolving Commitments and no repayment of Extended Revolving Loans accompanied by a corresponding permanent reduction in Extended Revolving Commitments shall be permitted unless such termination or repayment (and corresponding reduction) is accompanied by at least a pro rata termination or permanent repayment (and corresponding pro rata permanent reduction), as applicable, of the Existing Revolving Loans and Existing Revolving Commitments of the Specified Existing Revolving Commitment Class (or all Existing Revolving Commitments of such Class and related Existing Revolving Loans shall have otherwise been terminated and repaid in full)pursuant to any Extension Request. Any Extended Revolving Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from Existing Revolving Commitments of the Specified Existing Revolving Commitment Class and from any other Existing Revolving Commitments (together with any other Extended Revolving Commitments so established on such date).