Common use of Increase in Term Loans Clause in Contracts

Increase in Term Loans. (a) New Term Commitments. At any time prior to the first anniversary of the Closing Date, the Term Borrower may by written notice to the Administrative Agent elect to request an increase to the existing Term Loan Commitments (any such increase, the "New Term Commitments") by an amount not in excess of the Euro Equivalent on the Increased Amount Date of $175 million in the aggregate to be used solely to consummate the Designated Acquisition (by, if prior to the Restructuring Date, advancing the net cash proceeds thereof to CAC as a CAC Loan in order to effect the Acquisition). Such notice shall (A) specify the date (the "Increased Amount Date") on which the Term Borrower proposes that the borrowing under the New Term Commitments be made, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent and prior to the first anniversary of the Closing Date, and (B) offer each existing Term Lender the right to acquire New Term Commitments on a pro rata basis. The Term Borrower shall notify the Administrative Agent in writing of the identity of each Term Lender or other financial institution reasonably acceptable to the Administrative Agent (each, a "New Term Lender") to whom the New Term Commitments have been (in accordance with the prior sentence) allocated and the amounts of such allocations; provided that any Lender approached to provide all or portion of the New Term Commitments may elect or decline, in its sole discretion, to provide a New Term Commitment. Term Loans in respect of the New Term Commitments ("New Term Loans") shall be made on the Increased Amount Date; provided that (1) no Default or Event of Default shall exist on the Increased Amount Date before or after giving effect to such New Term Loans; and (2) such New Term Loan Commitments shall be evidenced by one or more joinder agreements executed and delivered to the Administrative Agent by each New Term Lender, as applicable, and each shall be recorded in the register, each of which shall be subject to the requirements set forth in Section 2.17(e). (b) On the Increased Amount Date, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan shall be deemed for all purposes a Term Loan hereunder, (ii) each New Term Lender shall become a Term Lender with respect to the Term Loans and all matters relating thereto, (iii) the New Term Loans shall have the same terms as the existing Term Loans and be made by each New Term Lender on the Increased Amount Date and (iv) upon making the New Term Loans on the Increased Amount Date, the New Term Commitments shall terminate. All New Term Loans made on any Increased Amount Date will be made in accordance with the procedures set forth in Sections 2.02 and 2.03 and subject to the conditions specified in Section 4.01. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Term Borrower's notice of the Increased Amount Date and, in respect thereof, the New Term Commitments and the New Term Lenders.

Increase in Term Loans. (i) At any time, the Company (on behalf of itself and the Borrower) may request that additional Term Loans (“Additional Term Loans”) in an aggregate principal amount not in excess of $250,000,000 be made under this Agreement; provided that, without the prior written consent of the Required Lenders, (a) New Term Commitmentsthe Company shall not be entitled to make more than one such request during any calendar year; and (b) each such request shall be in a minimum amount of at least $50,000,000 and increments of $5,000,000 in excess thereof. At any time Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Company not less than twenty (20) Business Days prior to the first anniversary proposed date of making of the Closing DateAdditional Term Loans, which notice (an “Additional Term Loan Notice”) shall specify the amount of the proposed Additional Term Borrower may Loans and the proposed date of borrowing thereof. In the event of such an Additional Term Loan Notice, each of the Lenders shall be given the opportunity to participate in the requested borrowing ratably in proportions of their respective outstanding Initial Term Loans. No Lender shall have any obligation to make any Additional Term Loans pursuant to an Additional Term Loan Notice. On or prior to the date that is fifteen (15) Business Days after receipt of the Additional Term Loan Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount of Additional Term Loans by written which it is willing to lend in connection with such Additional Term Loan Notice (any such notice to the Administrative Agent elect to request an increase being herein a “Lender Increase Notice”). Any Lender which does not submit a Lender Increase Notice to the existing Term Loan Commitments (any such increase, the "New Term Commitments") by an amount not in excess of the Euro Equivalent on the Increased Amount Date of $175 million in the aggregate to be used solely to consummate the Designated Acquisition (by, if Administrative Agent prior to the Restructuring Dateexpiration of such fifteen (15) Business Day period shall be deemed to have denied any increase in its Commitment. In the event that the amount of Term Loans set forth in the Lender Increase Notices exceed the amount requested by the Company in the Additional Term Loan Notice, advancing the net cash proceeds thereof Administrative Agent and each Arranger shall have the right, in consultation with the Company, to CAC as allocate the amount of Additional Term Loans necessary to meet the Company’s Additional Term Loan Notice. In the event that the increases of Term Loans set forth in the Lender Increase Notices are less than the amount requested by the Company, not later than three (3) Business Days prior to the proposed effective date the Company may notify the Administrative Agent of any financial institution that shall have agreed to become a CAC “Lender” party hereto (a “Proposed New Lender”) in connection with the Additional Term Loan in order Notice. Any Proposed New Lender shall be consented to effect by the AcquisitionAdministrative Agent (which consent shall not be unreasonably withheld). Such If the Company shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, then the Company shall be deemed to have reduced the amount of its Additional Term Loan Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed date of borrowing of the Additional Term Loans the amount of each Lender’s and Proposed New Lenders’ Additional Term Loans (the “Effective Additional Term Loan Amount”) and the aggregate amount of the Additional Term Loans. Any borrowing of the Additional Term Loans shall be subject to the following conditions precedent: (A) specify the Company shall have obtained the consent thereto of each Guarantor and its reaffirmation 67501104_3 of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date (of the "Increased Amount Date") on which Additional Term Loan Notice and as of the proposed date of borrowing of the Additional Term Borrower proposes that the borrowing under the New Term Commitments be madeLoans, which all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a date not less than 10 Business Days after Default or Unmatured Default, (C) the date on which such notice is Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to lend an Additional Term Loan shall have executed and delivered a joinder agreement in form and substance reasonably satisfactory to the Administrative Agent, (D) counsel for the Company and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and prior to (E) the first anniversary of Borrower and the Closing Date, Proposed New Lender shall otherwise have executed and (B) offer each existing Term Lender the right to acquire New Term Commitments on a pro rata basis. The Term Borrower shall notify delivered such other instruments and documents as may be required under Article V or that the Administrative Agent shall have reasonably requested in writing of connection with such borrowing. If any fee shall be charged by the identity of each Term Lender or other financial institution Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably acceptable to documented by the Administrative Agent (each, a "New Term Lender") to whom the New Term Commitments have been (in accordance with the prior sentence) allocated and the amounts of such allocations; provided that any Lender approached to provide all or portion of the New Term Commitments may elect or decline, in its sole discretion, to provide a New Term Commitment. Term Loans in respect of the New Term Commitments ("New Term Loans") shall be made on the Increased Amount Date; provided that (1) no Default or Event of Default shall exist on the Increased Amount Date before or after giving effect to such New Term Loans; and (2) such New Term Loan Commitments shall be evidenced by one or more joinder agreements executed and delivered to the Administrative Agent by each New Term Lender, as applicable, and each shall be recorded in the register, each of which shall be subject to the requirements set forth in Section 2.17(e). (b) On the Increased Amount Date, subject to the Company. Upon satisfaction of the foregoing terms and conditionsconditions precedent to the making of any Additional Term Loans by a Proposed New Lender, (i) each such Proposed New Term Loan Lender shall be deemed for all purposes a Term Loan hereunder, (ii) each New Term party to this Agreement as a Lender shall become a Term Lender with respect to the Term Loans and all matters relating thereto, (iii) the New Term Loans shall have the same terms as the existing Term Loans rights and obligations of a Lender hereunder and thereunder. Nothing contained herein shall constitute, or otherwise be made by each New Term Lender deemed to be, a commitment on the Increased Amount Date and (iv) upon making the New Term Loans on the Increased Amount Date, the New Term Commitments shall terminate. All New Term Loans made on part of any Increased Amount Date will be made in accordance with the procedures set forth in Sections 2.02 and 2.03 and subject Lender to the conditions specified in Section 4.01increase its Commitment hereunder at any time. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Term Borrower's notice of the Increased Amount Date and, in respect thereof, the New Term Commitments and the New Term Lenders.

Increase in Term Loans. (i) At any time, the Company (on behalf of itself and the Borrower) may request that additional Term Loans (“Additional Term Loans”) in an aggregate principal amount not in excess of $250,000,000 be made under this Agreement; provided that, without the prior written consent of the Required Lenders, (a) New Term Commitmentsthe Company shall not be entitled to make more than one such request during any calendar year; and (b) each such request shall be in a minimum amount of at least $50,000,000 and increments of $5,000,000 in excess thereof. At any time Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Company not less than twenty (20) Business Days prior to the first anniversary proposed date of making of the Closing DateAdditional Term Loans, which notice (an “Additional Term Loan Notice”) shall specify the amount of the proposed Additional Term Borrower may Loans and the proposed date of borrowing thereof. In the event of such an Additional Term Loan Notice, each of the Lenders shall be given the opportunity to participate in the requested borrowing ratably in proportions of their respective outstanding Initial Term Loans. No Lender shall have any obligation to make any Additional Term Loans pursuant to an Additional Term Loan Notice. On or prior to the date that is fifteen (15) Business Days after receipt of the Additional Term Loan Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount of Additional Term Loans by written which it is willing to lend in connection with such Additional Term Loan Notice (any such notice to the Administrative Agent elect to request an increase being herein a “Lender Increase Notice”). Any Lender which does not submit a Lender Increase Notice to the existing Term Loan Commitments (any such increase, the "New Term Commitments") by an amount not in excess of the Euro Equivalent on the Increased Amount Date of $175 million in the aggregate to be used solely to consummate the Designated Acquisition (by, if Administrative Agent prior to the Restructuring Dateexpiration of such fifteen (15) Business Day period shall be deemed to have denied any increase in its Commitment. In the event that the amount of Term Loans set forth in the Lender Increase Notices exceed the amount requested by the Company in the Additional Term Loan Notice, advancing the net cash proceeds thereof Administrative Agent and each Arranger shall have the right, in consultation with the Company, to CAC as allocate the amount of Additional Term Loans necessary to meet the Company’s Additional Term Loan Notice. In the event that the increases of Term Loans set forth in the Lender Increase Notices are less than the amount requested by the Company, not later than three (3) Business Days prior to the proposed effective date the Company may notify the Administrative Agent of any financial institution that shall have agreed to become a CAC “Lender” party hereto (a “Proposed New Lender”) in connection with the Additional Term Loan in order Notice. Any Proposed New Lender shall be consented to effect by the AcquisitionAdministrative Agent (which consent shall not be unreasonably withheld). Such If the Company shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, then the Company shall be deemed to have reduced the amount of its Additional Term Loan Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed date of borrowing of the Additional Term Loans the amount of each Lender’s and Proposed New Lenders’ Additional Term Loans (the “Effective Additional Term Loan Amount”) and the aggregate amount of the Additional Term Loans. Any borrowing of the Additional Term Loans shall be subject to the following conditions precedent: (A) specify the Company shall have obtained the consent thereto of each Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date (of the "Increased Amount Date") on which Additional Term Loan Notice and as of the proposed date of borrowing of the Additional Term Borrower proposes that the borrowing under the New Term Commitments be madeLoans, which all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a date not less than 10 Business Days after Default or Unmatured Default, (C) the date on which such notice is Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to lend an Additional Term Loan shall have executed and delivered a joinder agreement in form and substance reasonably satisfactory to the Administrative Agent, (D) counsel for the Company and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and prior to (E) the first anniversary of Borrower and the Closing Date, Proposed New Lender shall otherwise have executed and (B) offer each existing Term Lender the right to acquire New Term Commitments on a pro rata basis. The Term Borrower shall notify delivered such other instruments and documents as may be required under Article V or that the Administrative Agent shall have reasonably requested in writing of connection with such borrowing. If any fee shall be charged by the identity of each Term Lender or other financial institution Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably acceptable to documented by the Administrative Agent (each, a "New Term Lender") to whom the New Term Commitments have been (in accordance with the prior sentence) allocated and the amounts of such allocations; provided that any Lender approached to provide all or portion of the New Term Commitments may elect or decline, in its sole discretion, to provide a New Term Commitment. Term Loans in respect of the New Term Commitments ("New Term Loans") shall be made on the Increased Amount Date; provided that (1) no Default or Event of Default shall exist on the Increased Amount Date before or after giving effect to such New Term Loans; and (2) such New Term Loan Commitments shall be evidenced by one or more joinder agreements executed and delivered to the Administrative Agent by each New Term Lender, as applicable, and each shall be recorded in the register, each of which shall be subject to the requirements set forth in Section 2.17(e). (b) On the Increased Amount Date, subject to the Company. Upon satisfaction of the foregoing terms and conditionsconditions precedent to the making of any Additional Term Loans by a Proposed New Lender, (i) each such Proposed New Term Loan Lender shall be deemed for all purposes a Term Loan hereunder, (ii) each New Term party to this Agreement as a Lender shall become a Term Lender with respect to the Term Loans and all matters relating thereto, (iii) the New Term Loans shall have the same terms as the existing Term Loans rights and obligations of a Lender hereunder and thereunder. Nothing contained herein shall constitute, or otherwise be made by each New Term Lender deemed to be, a commitment on the Increased Amount Date and (iv) upon making the New Term Loans on the Increased Amount Date, the New Term Commitments shall terminate. All New Term Loans made on part of any Increased Amount Date will be made in accordance with the procedures set forth in Sections 2.02 and 2.03 and subject Lender to the conditions specified in Section 4.01increase its Commitment hereunder at any time. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Term Borrower's notice of the Increased Amount Date and, in respect thereof, the New Term Commitments and the New Term Lenders.

Increase in Term Loans. (a) New Subject to Section 2.11(e) below, the Borrower may request additional Term Commitments. At Commitments or an increase in the Term Commitments at any time prior to after the first anniversary of the Closing November 2018 Effective Date; provided, the Term Borrower may by written notice to the Administrative Agent elect to request an increase to the existing Term Loan Commitments that: (i) any such increase, the "New Term Commitments") by an amount not in excess of the Euro Equivalent on the Increased Amount Date of $175 million in the aggregate to be used solely to consummate the Designated Acquisition (by, if prior to the Restructuring Date, advancing the net cash proceeds thereof to CAC as a CAC Loan in order to effect the Acquisition). Such notice shall (A) specify the date (the "Increased Amount Date") on which the Term Borrower proposes that the borrowing under the New Term Commitments be made, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent and prior to the first anniversary of the Closing Date, and (B) offer each existing Term Lender the right to acquire New Term Commitments on a pro rata basis. The Term Borrower shall notify the Administrative Agent in writing of the identity of each Term Lender or other financial institution reasonably acceptable to the Administrative Agent (each, a "New Term Lender") to whom the New Term Commitments have been (in accordance with the prior sentence) allocated and the amounts of such allocations; provided that any Lender approached to provide all or portion of the New Term Commitments may elect or decline, in its sole discretion, to provide a New Term Commitment. Term Loans in respect of the New Term Commitments ("New Term Loans") shall be made on the Increased Amount Date; provided that (1) no Default or Event of Default shall exist on the Increased Amount Date before or after giving effect to such New Term Loans; and (2) such New Term Loan Commitments shall be evidenced by one or more joinder agreements executed and delivered to the Administrative Agent by each New Term Lender, as applicable, and each shall be recorded in the register, each of which increase shall be subject to the requirements consent of each of Agent, Ascribe and Solace and satisfaction of each of the conditions set forth in Section 2.17(e2.11(c) below, (ii) any such written request shall specify the amount of the additional Term Commitments or increase in the Term Commitments that the Borrower is requesting; (iii) the amount of all such additional Term Commitments or increases in the Term Commitments shall not exceed $10,000,000 in the aggregate; (iv) such request may not be made on more than two (2) occasions during the Term (or such additional number of requests that is agreed by Ascribe and Solace); (v) any such additional Term Commitments or increases in the Term Commitments shall be for an aggregate amount not less than $5,000,000 (or such lesser amount that is agreed by Ascribe and Solace); (vi) the terms of any approved class of additional Term Commitments shall be determined by the Lenders that provide such additional Term Commitments; and (vii) any such request shall be irrevocable. (b) On Upon the Increased Amount Datereceipt by Agent of any such written request, subject to the satisfaction Agent shall promptly notify each of the foregoing terms and conditionsLenders of such request; provided, (i) each New Term Loan shall be deemed for all purposes a Term Loan hereunder, (ii) each New Term that no Lender shall become a Term Lender with respect to the Term Loans and all matters relating thereto, (iii) the New Term Loans shall have the same terms as the existing Term Loans and right or be made by each New Term Lender on the Increased Amount Date and (iv) upon making the New Term Loans on the Increased Amount Date, the New obligated to provide additional Term Commitments shall terminateor increase its Term Commitments hereunder. All New The Borrower may seek additional Term Loans made on any Increased Amount Date will be made Commitments or increases in accordance with the procedures set forth in Sections 2.02 and 2.03 and subject to the conditions specified in Section 4.01Term Commitments from existing Lenders or Qualified Assignees as it may determine. (c) The Administrative additional Term Commitments or Increase in the Term Commitments, as applicable, shall become effective on the date that Agent notifies the Borrower that each of the following conditions have been satisfied (such date being the “Incremental Effective Date”): (i) Agent shall notify have received from each Lender or Qualified Assignee that is providing an additional Term Commitment or increasing its Term Commitment, a written confirmation duly executed by such Lender or Qualified Assignee, Agent and the Lenders promptly upon receipt Borrower; (ii) Each of the Term Borrower's notice representations and warranties made by any Loan Party in or pursuant to this Agreement and any Other Document to which it is a party, and each of the Increased Amount Date andrepresentations and warranties contained in any certificate, document or financial or other statement furnished at any time under or in connection with this Agreement or any Other Document shall be true and correct in all material respects (without duplication of any materiality qualifiers already set forth therein; or in all respects with respect thereofto representations and warranties made on the Closing Date) on and as of such date as if made on and as of such date, except to the New extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (without duplication of any materiality qualifiers already set forth therein) on and as of such earlier date); (iii) No Event of Default or Default shall have occurred and be continuing on such date, or would exist after giving effect to the Term Loans requested to be made, on such date; (iv) upon the request of Agent, Agent shall have received an opinion of counsel to Loan Parties in form and substance and from counsel reasonably satisfactory to Agent addressing such matters as Agent may reasonably request and any other documents and agreements required by Agent with respect thereto; (v) such additional Term Commitment or increase in the Term Commitments on the date of the effectiveness thereof shall not violate any term or provisions of any applicable law, regulation or order or decree of any court or other Governmental Body and shall not be enjoined, temporarily, preliminarily or permanently; (vi) there shall have been paid to each applicable Lender and Qualified Assignee all fees and expenses due and payable to such Person on or before the effectiveness of such increase; and (vii) there shall have been paid to Agent, for the account of the Agent and Lenders (in accordance with any agreement among them) all fees and expenses (including reasonable fees and expenses of counsel) due and payable pursuant to any of the Other Documents on or before the effectiveness of such increase to the extent relating to such increase. (a) As of an Incremental Effective Date, each reference to the term “Term Loans” herein, and in any of the Other Documents shall be deemed amended to mean the Term Loans as increased on the Incremental Effective Date. (b) As of the November 2018 Effective Date, each Loan Party acknowledges, confirms and agrees that Agent and Lenders do not have credit approval to increase the Term Loans as in effect on the November 2018 Effective Date and the New terms and provisions of this Section 2.11 shall not constitute or be deemed to constitute a commitment by Agent or any Lender to increase the Term LendersLoans as in effect on the November 2018 Effective Date.

Increase in Term Loans. (a) New Term Commitments. At The Borrower may, on any time Business Day prior to the first anniversary of the Closing Maturity Date, with the Term Borrower may by written notice to consent of the Administrative Agent elect to request an (which consent shall not be unreasonably withheld or delayed), increase to the existing Term Loan Commitments (any such increase, the "New Term Commitments") by an aggregate amount not in excess of the Euro Equivalent on the Increased Amount Date of $175 million Loans by delivering a Loan Increase Request substantially in the aggregate to be used solely to consummate the Designated Acquisition (by, if prior to the Restructuring Date, advancing the net cash proceeds thereof to CAC form attached hereto as a CAC Loan Exhibit E or in order to effect the Acquisition). Such notice shall (A) specify the date (the "Increased Amount Date") on which the Term Borrower proposes that the borrowing under the New Term Commitments be made, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent and prior to the first anniversary of the Closing Date, and (B) offer each existing Term Lender the right to acquire New Term Commitments on a pro rata basis. The Term Borrower shall notify the Administrative Agent in writing of the identity of each Term Lender or other financial institution reasonably form acceptable to the Administrative Agent at least five (each, a 5) Business Days prior to the desired effective date of such increase (the "New Term LenderLoan Increase") to whom the New Term Commitments have been identifying an additional Bank (in accordance with the prior sentenceor additional Loan for existing Bank(s)) allocated and the amounts amount of such allocationsits Loan (or additional amount of its Loan(s)); provided PROVIDED, HOWEVER, that (i) any Lender approached to provide all or portion increase of the New Term Commitments may elect or decline, in its sole discretion, to provide a New Term Commitment. Term Loans in respect aggregate amount of the New Term Commitments Loans to an amount in excess of $1,000,000,000 MINUS (I) the then existing "New Term Loans"Commitments" under the Multicurrency Credit Agreement and (II) the term loans advanced pursuant to Section 1.15 of the Multicurrency Credit Agreement, other than Loans hereunder, will require the approval of the Required Banks, (ii) any increase of the aggregate amount of the Loans shall be made on the Increased Amount Date; provided that in an amount not less than $5,000,000, (1iii) no Default or Event of Default shall exist on have occurred and be continuing at the Increased Amount Date before time of the request or after giving effect to such New Term Loans; and (2) such New the effective date of the Term Loan Commitments shall be evidenced by one or more joinder agreements executed and delivered to the Administrative Agent by each New Term LenderIncrease, as applicable, and each shall be recorded in the register, each of which shall be subject to the requirements set forth in Section 2.17(e). (b) On the Increased Amount Date, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan shall be deemed for all purposes a Term Loan hereunder, (ii) each New Term Lender shall become a Term Lender with respect to the Term Loans and all matters relating thereto, (iii) the New Term Loans shall have the same terms as the existing Term Loans and be made by each New Term Lender on the Increased Amount Date and (iv) upon making all representations and warranties contained in Section 6 hereof shall be true and correct at the New Term Loans time of such request and on the Increased Amount Date, the New effective date of such Term Commitments shall terminateLoan Increase. All New Term Loans made on any Increased Amount Date will be made in accordance with the procedures set forth in Sections 2.02 and 2.03 and subject to the conditions specified in Section 4.01. (c) The Administrative Agent shall notify the Lenders promptly upon receipt effective date of the Term Loan Increase shall be agreed upon by the Borrower and the Administrative Agent. The Borrower's notice , Administrative Agent, each Bank increasing its Loan and each new Bank shall agree in the relevant Term Loan Increase Request as to the amortization schedule of such additional Loans; PROVIDED that no such schedule shall have the Increased Amount Date and, in respect effect of reducing the amortization payments scheduled to be made to the Banks that are not increasing their Loans. Upon the effectiveness thereof, the New new Bank(s) (or, if applicable, existing Bank(s)) shall advance Loans in the amount identified in the Term Commitments Loan Increase Request. It shall be a condition to such effectiveness that if any Eurodollar Loans are outstanding on the date of such effectiveness, such Eurodollar Loans shall be deemed to be prepaid on such date and the New Borrower shall pay any amounts owing to the Banks pursuant to Section 1.10 hereof. The Borrower agrees to pay any reasonable expenses of the Administrative Agent relating to any Term LendersLoan Increase. Promptly upon the effectiveness of any Term Loan Increase, the Borrower, if requested by any new Bank, shall execute and deliver new Notes to each requesting Bank. Notwithstanding anything herein to the contrary, no Bank shall have any obligation to increase its Loan and each Bank may at its option, unconditionally and without cause, decline to increase its Loan.