Common use of Increase in Aggregate Commitment Clause in Contracts

Increase in Aggregate Commitment. The Borrower shall also have the right from time to time to increase the Aggregate Commitment up to a maximum of $300,000,000 by either adding new lenders as Lenders (subject to the Agent's prior written approval of the identity of such new lenders) or obtaining the agreement, which shall be at such Lender's or Lenders' sole discretion, of one or more of the then current Lenders to increase its or their Commitments. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit I attached hereto by the Borrower, the Agent and the new lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Agent promptly after execution thereof. On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Agent shall cause the new or existing Lenders providing such increase, by either funding more than its or their Pro Rata Share of new Ratable Advances made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof, to hold its or their Pro Rata Share of all Ratable Advances outstanding at the close of business on such day (provided that any purchase of shares of outstanding Ratable Advances shall be subject to payment by Borrower of the amount that would have been due under Section 3.4 if the portion of such Ratable Advance purchased had been repaid). The Lenders agree to cooperate in any required sale and purchase of outstanding Ratable Advances to achieve such result. In no event will such new or existing Lenders providing the increase be required to fund or purchase a portion of any Competitive Bid Loan or Swingline Loan to comply with this Section on such date. In no event shall the Aggregate Commitment exceed $300,000,000 without the approval of all of the Lenders.

Increase in Aggregate Commitment. The Borrower shall also have the right from time to time to increase the Aggregate Commitment up to a maximum of $300,000,000 250,000,000 by either adding new lenders as Lenders (subject to the Agent's prior written approval of the identity of such new lenders) or obtaining the agreement, which shall be at such Lender's or Lenders' sole discretion, of one or more of the then current Lenders to increase its or their Commitments. The Arranger shall use commercially reasonable efforts to arrange such increased Commitments. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit I attached hereto by the Borrower, the Agent and the new lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Agent promptly after execution thereof. On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Agent shall cause the new or existing Lenders providing such increase, by either funding more than its or their Pro Rata Share of new Ratable Advances made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof, to hold its or their Pro Rata Share of all Ratable Advances outstanding at the close of business on such day (provided that any purchase of shares of outstanding Ratable Advances shall be subject to payment by Borrower of the amount that would have been due under Section 3.4 if the portion of such Ratable Advance purchased had been repaid). The Lenders agree to cooperate in any required sale and purchase of outstanding Ratable Advances to achieve such result. In no event will such new or existing Lenders providing the increase be required to fund or purchase a portion of any Competitive Bid Loan or Swingline Loan to comply with this Section on such date. In no event shall the Aggregate Commitment exceed $300,000,000 250,000,000 without the approval of all of the Lenders.

Increase in Aggregate Commitment. The Borrower shall also have the right from time to time time, provided no Default or Unmatured Default has occurred and is then continuing, to increase the Aggregate Commitment up to a maximum of $300,000,000 400,000,000 by either adding new lenders as Lenders (subject to the Administrative Agent's prior written approval of the identity of such new lenders) or obtaining the agreement, which shall be at such Lender's or Lenders' sole discretion, of one or more of the then current Lenders to increase its or their Commitments. The Administrative Agent's approval of any new lenders shall not be unreasonably withheld or delayed. On the effective date of any such increase, the Borrower shall pay to the Administrative Agent any amounts due to it under the Fee Letter and to each lender providing such additional Commitment the up-front fee agreed to by the Borrower. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit I G attached hereto by the Borrower, the Administrative Agent and the new lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase, by either funding more than its or their Pro Rata Share Percentage of new Ratable Advances made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof, to hold its or their Pro Rata Share Percentage of all Ratable Advances outstanding at the close of business on such day (provided that any purchase of shares of outstanding Ratable Advances shall be subject to payment by Borrower of the amount that would have been due under Section 3.4 if the portion of such Ratable Advance purchased had been repaid)day. The Lenders agree to cooperate in any required sale and purchase of outstanding Ratable Advances to achieve such result. In no event will such new , provided that Borrower shall be responsible for paying any amounts due under Section 3.4 to any Lender which sells all or existing Lenders providing the increase be required to fund or purchase a any portion of any Competitive Bid Loan or Swingline Loan to comply with this Section a Fixed Rate Advance on such datea date which is not the last day of the Interest Period applicable thereto. In no event shall the Aggregate Commitment exceed $300,000,000 400,000,000 without the approval of all of the Lenders.

Increase in Aggregate Commitment. The Borrower shall also have the right from time to time may, at its option, on one or more occasions, seek to increase the Aggregate Commitment Commitments by up to $500,000,000 up to a maximum Aggregate Commitment of $300,000,000 by either adding new lenders as Lenders 2,000,000,000 upon at least fifteen (subject 15) Domestic Business Days’ prior notice to the Administrative Agent's prior written approval of the identity of such new lenders) or obtaining the agreement, which notice shall specify the amount of any such requested increase and shall be delivered at such Lender's a time when no Event of Default (or Lenders' sole discretionevent which would constitute an Event of Default but for the requirement that notice be given or time elapse or both) has occurred and is continuing. The Administrative Agent, of one or more of the then current Lenders to increase its or their Commitments. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit I attached hereto by consultation with the Borrower, will offer the Agent and the new lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Agent promptly after execution thereof. On the effective date of each such increase in the Aggregate CommitmentCommitments to banks or other financial institutions (which increase may be declined by any Bank in its sole discretion). The Banks (new or existing) shall accept an assignment from the existing Banks, the Borrower and the Agent existing Banks shall cause make an assignment to the new or existing Lenders providing Bank accepting a new or increased Commitment, of a direct (in the case of Advances) or participation (in the case of Letters of Credit) interest in each then outstanding Advance and Letter of Credit such increasethat, by either funding more than its or their Pro Rata Share of new Ratable Advances made on such date or purchasing shares of outstanding ratable Loans after giving effect thereto, all credit exposure hereunder is held ratably by the other Lenders or a combination thereof, Banks in proportion to hold its or their Pro Rata Share of all Ratable Advances outstanding at respective Commitments. Assignments pursuant to the close of business on such day (provided that any purchase of shares of outstanding Ratable Advances preceding sentence shall be subject to payment by Borrower made in exchange for the principal amount assigned plus accrued and unpaid interest and facility, utilization and letter of credit fees. If such assignments are made other than on the last day of the amount that would have been due under Section 3.4 if relevant Interest Period for the portion Advance being assigned, the Borrower shall, upon demand by any assigning Bank (with a copy of such Ratable Advance purchased had been repaiddemand to the Administrative Agent). The Lenders agree , pay to cooperate in the Administrative Agent for the account of such Bank any amounts required sale and purchase to compensate such Bank for any direct out-of-pocket losses, costs or expenses which it may reasonably incur as a result of outstanding Ratable Advances to achieve such result. In no event will assignment, including, without limitation, any such new loss, cost or existing Lenders providing expense incurred by reason of the increase be required liquidation or reemployment of deposits or other funds acquired by such Bank to fund or purchase a portion of any Competitive Bid Loan or Swingline Loan to comply with this Section on such datemaintain the Advance being assigned. In no event shall No increase in the Aggregate Commitments shall become effective until (i) the existing Bank or new Bank extending such incremental commitment amount and the Borrower shall have executed and delivered to the Administrative Agent an agreement in writing in form and substance reasonably acceptable to the Administrative Agent pursuant to which such Bank states its Commitment exceed $300,000,000 without and agrees to assume and accept the approval obligations and rights of all of a Bank hereunder and (ii) the LendersBorrower has provided the Administrative Agent with such related certificates, opinions and other documents as the Administrative Agent may reasonably request.

Increase in Aggregate Commitment. The Borrower shall also have the right from time to time may, at its option, on one or more occasions, seek to increase the Aggregate Commitment Commitments by up to $500,000,000 up to a maximum Aggregate Commitment of $300,000,000 by either adding new lenders as Lenders 2,000,000,000 upon at least five (subject 5) Domestic Business Days’ prior notice to the Administrative Agent's prior written approval of the identity of such new lenders) or obtaining the agreement, which notice shall specify the amount of any such requested increase and shall be delivered at such Lender's a time when no Event of Default or Lenders' sole discretionUnmatured Event of Default has occurred and is continuing. The Administrative Agent, of one or more of the then current Lenders to increase its or their Commitments. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit I attached hereto by consultation with the Borrower, will offer the Agent and the new lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Agent promptly after execution thereof. On the effective date of each such increase in the Aggregate CommitmentCommitments to banks or other financial institutions (which increase may be declined by any Bank in its sole discretion). If and to the extent that such increase is accepted by banks or other financial institutions that are not Banks hereunder, each such bank or other financial institution shall be consented to by the Administrative Agent and the Issuing Banks (which consents shall not be unreasonably withheld or delayed). The Administrative Agent shall reallocate the direct (in the case of Advances, other than Competitive Bid Advances) or participation (in the case of Letters of Credit) interest in each then outstanding Advance and Letter of Credit such that, after giving effect to any increase by a new or existing Bank, all credit exposure (other than Competitive Bid Advances) hereunder is held ratably by the Banks in proportion to their respective Commitments. If such assignments are made other than on the last day of the relevant Interest Period for the EURIBOR Advance or Eurocurrency Advances, as applicable, being assigned, the Borrower shall, upon demand by any existing Bank (with a copy of such demand to the Administrative Agent), pay to the Administrative Agent for the account of such Bank any amounts required to compensate such Bank for any costs referred to in Section 11.04(b) which it may reasonably incur as a result of such reallocation. No increase in the Aggregate Commitments shall become effective until the existing Bank or new Bank extending such incremental commitment amount and the Borrower shall have executed and delivered to the Administrative Agent shall cause an agreement in writing in form and substance reasonably acceptable to the new or existing Lenders providing Administrative Agent pursuant to which such increase, by either funding more than Bank states its or their Pro Rata Share Commitment and agrees to assume and accept the obligations and rights of new Ratable Advances made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof, to hold its or their Pro Rata Share of all Ratable Advances outstanding at the close of business on such day (provided that any purchase of shares of outstanding Ratable Advances shall be subject to payment by Borrower of the amount that would have been due under Section 3.4 if the portion of such Ratable Advance purchased had been repaid). The Lenders agree to cooperate in any required sale and purchase of outstanding Ratable Advances to achieve such result. In no event will such new or existing Lenders providing the increase be required to fund or purchase a portion of any Competitive Bid Loan or Swingline Loan to comply with this Section on such date. In no event shall the Aggregate Commitment exceed $300,000,000 without the approval of all of the LendersBank hereunder.

Increase in Aggregate Commitment. The Borrower shall also have the right from time to time time, provided no Default or Unmatured Default has occurred and is then continuing, to increase the Aggregate Commitment up to a maximum of $300,000,000 600,000,000 by either adding new lenders as Lenders (subject to the Administrative Agent's prior written approval of the identity of such new lenders) or obtaining the agreement, which shall be at such Lender's or Lenders' sole discretion, of one or more of the then current Lenders to increase its or their Commitments. The Administrative Agent's approval of any new lenders shall not be unreasonably withheld or delayed. On the effective date of any such increase, the Borrower shall pay to the Administrative Agent any amounts due to it under the Fee Letter and to each lender providing such additional Commitment the up-front fee agreed to by the Borrower. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit I G attached hereto by the Borrower, the Administrative Agent and the new lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase, by either funding more than its or their Pro Rata Share Percentage of new Ratable Advances made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof, to hold its or their Pro Rata Share Percentage of all Ratable Advances outstanding at the close of business on such day (provided that any purchase of shares of outstanding Ratable Advances shall be subject to payment by Borrower of the amount that would have been due under Section 3.4 if the portion of such Ratable Advance purchased had been repaid)day. The Lenders agree to cooperate in any required sale and purchase of outstanding Ratable Advances to achieve such result. In no event will such new , provided that Borrower shall be responsible for paying any amounts due under Section 3.4 to any Lender which sells all or existing Lenders providing the increase be required to fund or purchase a any portion of any Competitive Bid Loan or Swingline Loan to comply with this Section a Fixed Rate Advance on such datea date which is not the last day of the Interest Period applicable thereto. In no event shall the Aggregate Commitment exceed $300,000,000 600,000,000 without the approval of all of the Lenders.