Common use of Increase of Commitment Clause in Contracts

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment by notice to Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower API may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment time, by notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Banks), request that the Total Commitment be increased by $10,000,000 or an integral multiple thereof and will not result in the Total Commitment exceeding $1,250,000,000. Each such notice shall set forth the requested amount of the increase in the Total Commitment and the date on which such proposed increase is to become effective (which shall be not fewer than twenty days after the date of such notice), and shall offer each Bank the opportunity to increase its Commitment by its ratable share, based on the amounts of the Banks’ Commitments on the date of such notice, of the requested increase in the Total Commitment. Each Bank shall, by notice to API and the Administrative Agent given not more than ten Domestic Business Days after the date of API’s notice, either agree to increase its Commitment by all or a portion of the offered amount or decline to increase its Commitment (and any Bank that does not deliver such a notice within such period of ten Domestic Business Days shall be deemed to have declined to increase its Commitment). In the event that, on the tenth Domestic Business Day after API shall have delivered a notice pursuant to the first sentence of this paragraph, the Banks shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by API, API shall have the right to arrange for one or more banks or other financial institutions (any such bank or other financial institution being called an “Commitment Increase NoticeAugmenting Bank”); provided, howeverwhich may include any Bank, thatto extend Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount, provided that each Augmenting Bank, if not already a Bank hereunder, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall execute all such documentation as the Administrative Agent shall specify to evidence its status as a Bank hereunder. If (and only if) Banks (including Augmenting Banks) shall have agreed to increase their Commitments or to extend new Commitments in an aggregate amount not less than $10,000,000, such increases and such new Commitments shall become effective on the date specified in the notice delivered by API pursuant to the first sentence of this Section. Notwithstanding the foregoing, no increase in the Total Commitment (or in the Commitment of any Bank) shall become effective under this paragraph unless, on the date of such increase, (i) the aggregate amount conditions set forth in paragraphs (b) and (c) of all Section 6.02 (including the condition set forth in Section 6.02(c) insofar as it relates to representations and warranties contained in Sections 5.01(d)(ii) and 5.01(e) which are otherwise excluded in Section 6.02) shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such increases shall not exceed Three Hundred Million Dollars ($300,000,000); date and executed by a Responsible Officer of API or (ii) any individual request for an increase the Banks shall be have waived the requirements set forth in the minimum amount of the lesser of clause (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)i) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocablethis sentence.

Increase of Commitment. (i) If no Default or Event of Default Prior to December 30, 2000, the Borrower shall have occurred the right, with the consent of the Agent and the Documentation Agent (which consent will not be continuingunreasonably withheld), Borrower may at any time to effectuate from time to time prior an increase in the total Commitments under this Agreement by adding to the Maturity Date request no this Agreement one or more than three Eligible Additional Lenders (3) increases who shall, upon completion of the Commitment requirements stated in this Section 2.16, constitute Banks hereunder), or by notice allowing one or more Banks to Agent increase their Commitments hereunder, provided that (a) no increase in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases Commitments pursuant to this Section 2.16 shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase shall be result in the minimum total Commitments exceeding an amount of the lesser of (A) One Hundred Million Dollars (equal to $100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) 1,000,000,000 minus the aggregate amount of all reductions and terminations of Commitments pursuant hereto and (b) no Bank's Commitment shall be increased without the consent of such previous increases Bank. The Borrower shall give the Agent ten Business Days' notice of the Borrower's intention to increase the total Commitments pursuant to this Section 2.16. Such notice shall specify each Eligible Additional Lender, if any, that the Borrower is proposing to add to this Agreement pursuant to this Section 2.16, the Banks whose Commitments will be increased, the changes in amounts of Commitments that will result, the date on which such addition or change is to occur (which shall be a Business Day) and such other information as is reasonably requested by the Agent. Each such Eligible Additional Lender, and each Bank agreeing to increase its Commitment, shall execute and deliver to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect Agent a document satisfactory to any proposed increase the Agent pursuant to which it becomes a party hereto or increases its Commitment, as the case may be, which document, in the case of each such Eligible Additional Lender, shall (among other matters) specify the Domestic Lending Office and Eurodollar Lending Office of such Eligible Additional Lender. In addition, the Borrower shall execute and deliver a Note in the principal amount of the Commitment may offer one of each such Eligible Additional Lender, or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to a replacement Note in the existing Commitment (prior to such increase)) principal amount of the increased Commitment of each Bank agreeing to increase its Commitment, as the case may be. Such Notes, together with a Federal Reserve Form U-1 (or Form G-3, if such Eligible Additional Lender is a nonbank lender) for each such Eligible Additional Lender (if a Federal Reserve Form U-1 or Form G-3 has previously been required to be delivered pursuant to Section 3.02(a) or if any Advance is secured directly or indirectly by margin stock) duly executed by the Borrower and other documents of the nature referred to in Section 3.01 duly executed by the Borrower, shall be furnished to the Agent in form and substance as may be reasonably required by it. Following execution and delivery of such documents on or prior to the date specified in such notice, each such Eligible Additional Lender shall promptly, and in any event within five (5) Business Days after receipt of become a party hereto as a "Bank" with a Commitment Increase Noticeas specified therein, notify or the Commitment of each Lender of such request. Each Lender desiring Bank that has agreed to increase its Commitment shall notify Agent in writing no later than ten increase as specified therein, as the case may be, effective on such date (10) Business Days after receipt of notice from Agentwith the signature pages hereof being deemed amended to reflect same). Any Lender that does not notify Agent within If the time period specified above that Borrower has requested any Borrowing to be made on such date, it will increase its Commitment cause each such Eligible Additional Lender or each such Bank, as the case may be, to be notified of each such Borrowing as contemplated herein so that each such Eligible Additional Lender or each such Bank, as the case may be, will be deemed required to have rejected make its Advance in accordance with the terms hereof for each Borrowing to be made on such offerdate. Any agreement by Furthermore, if any Advance will be outstanding on such date, all aspects of the addition of an Eligible Additional Lender pursuant to this Section 2.16 or increase of a Lender Bank's Commitment pursuant to increase its Commitment this Section 2.16 shall be irrevocableon terms acceptable to the Agent (including, if required by the Agent, terms that will cause such Eligible Additional Lender or such Bank, as the case may be, to be included ratably in each then outstanding Borrowing).

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment by notice to Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases shall not exceed Three Hundred Million the greater of the Dollar Equivalent of (x) One Billion Dollars ($300,000,000)1,000,000,000) and (y) 1.00 times EBITDA of Borrower and its Subsidiaries on a consolidated basis for the trailing twelve-month measurement period; and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million the greater of the Dollar Equivalent of (x) One Billion Dollars ($300,000,0001,000,000,000) and (y) 1.00 times EBITDA of Borrower and its Subsidiaries on a consolidated basis for the trailing twelve-month measurement period minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower may at any time from time to time prior to the Maturity Date request no more than three two (32) increases of the Commitment by notice to Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases shall not exceed Three One Hundred Million Dollars ($300,000,000100,000,000); and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Twenty Five Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder25,000,000). Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower API may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment time, by notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Banks), request that the Total Commitment be increased by an amount that is not less than $150,000,000 and will not result in the Total Commitment exceeding $750,000,000. Each such notice shall set forth the requested amount of the increase in the Total Commitment and the date on which such proposed increase is to become effective (which shall be not fewer than twenty days after the date of such notice), and shall offer each Bank the opportunity to increase its Commitment by its ratable share, based on the amounts of the Banks' Commitments on the date of such notice, of the requested increase in the Total Commitment. Each Bank shall, by notice to API and the Administrative Agent given not more than ten Business Days after the date of API's notice, either agree to increase its Commitment by all or a “portion of the offered amount or decline to increase its Commitment Increase Notice”(and any Bank that does not deliver such a notice within such period of ten Business Days shall be deemed to have declined to increase its Commitment); provided. In the event that, howeveron the tenth Domestic Business Day after API shall have delivered a notice pursuant to the first sentence of this paragraph, thatthe Banks shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by API, API shall have the right to arrange for one or more banks or other financial institutions (any such bank or other financial institution being called an "Augmenting Bank"), which may include any Bank, to extend Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount, provided that each Augmenting Bank, if not already a Bank hereunder, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall execute all such documentation as the Administrative Agent shall specify to evidence its status as a Bank hereunder. If (and only if) Banks (including Augmenting Banks) shall have agreed to increase their Commitments or to extend new Commitments in an aggregate amount not less than $150,000,000, such increases and such new Commitments shall become effective on the date specified in the notice delivered by API pursuant to the first sentence of this Section. Notwithstanding the foregoing, no increase in the Total Commitment (or in the Commitment of any Bank) shall become effective under this paragraph unless, on the date of such increase, (i) the aggregate amount conditions set forth in paragraphs (b) and (c) of all Section 6.02 (including the condition set forth in Section 6.02(c) insofar as it relates to representations and warranties contained in Sections 5.01(d)(ii) and 5.01(e) which are otherwise excluded in Section 6.02) shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such increases shall not exceed Three Hundred Million Dollars ($300,000,000); date and executed by a Responsible Officer of API or (ii) any individual request for an increase the Banks shall be have waived the requirements set forth in the minimum amount of the lesser of clause (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)i) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocablethis sentence.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower API may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment time, by notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Banks), request that the Total Commitment be increased by $10,000,000 or an integral multiple thereof and will not result in the Total Commitment exceeding $1,250,000,000. Each such notice shall set forth the requested amount of the increase in the Total Commitment and the date on which such proposed increase is to become effective (which shall be not fewer than twenty days after the date of such notice), and shall offer each Bank the opportunity to increase its Commitment by its ratable share, based on the amounts of the Banks’ Commitments on the date of such notice, of the requested increase in the Total Commitment. Each Bank shall, by notice to API and the Administrative Agent given not more than ten Business Days after the date of API’s notice, either agree to increase its Commitment by all or a portion of the offered amount or decline to increase its Commitment (and any Bank that does not deliver such a notice within such period of ten Business Days shall be deemed to have declined to increase its Commitment). In the event that, on the tenth Domestic Business Day after API shall have delivered a notice pursuant to the first sentence of this paragraph, the Banks shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by API, API shall have the right to arrange for one or more banks or other financial institutions (any such bank or other financial institution being called an “Commitment Increase NoticeAugmenting Bank”); provided, howeverwhich may include any Bank, thatto extend Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount, provided that each Augmenting Bank, if not already a Bank hereunder, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall execute all such documentation as the Administrative Agent shall specify to evidence its status as a Bank hereunder. If (and only if) Banks (including Augmenting Banks) shall have agreed to increase their Commitments or to extend new Commitments in an aggregate amount not less than $10,000,000, such increases and such new Commitments shall become effective on the date specified in the notice delivered by API pursuant to the first sentence of this Section. Notwithstanding the foregoing, no increase in the Total Commitment (or in the Commitment of any Bank) shall become effective under this paragraph unless, on the date of such increase, (i) the aggregate amount conditions set forth in paragraphs (b) and (c) of all Section 6.02 (including the condition set forth in Section 6.02(c) insofar as it relates to representations and warranties contained in Sections 5.01(d)(ii) and 5.01(e) which are otherwise excluded in Section 6.02) shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such increases shall not exceed Three Hundred Million Dollars ($300,000,000); 16 date and executed by a Responsible Officer of API or (ii) any individual request for an increase the Banks shall be have waived the requirements set forth in the minimum amount of the lesser of clause (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)i) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocablethis sentence.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, The Borrower may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment time, by notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the amount Banks), request that the Total Commitment be increased by $10,000,000 or an integral multiple thereof and will not result in the Total Commitment exceeding the sum of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, x) $400,000,000 plus (iy) the aggregate amount of all Pari Passu First Lien Debt Cap. Each such increases notice shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase shall be in set forth the minimum requested amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Total Commitment may offer one or more Lenders an opportunity and the date on which such increase is to subscribe for its Applicable Percentage become effective (with respect to which shall be not fewer than twenty days after the existing Commitment (prior to date of such increasenotice)) of the increased Commitment. Agent shall promptly, and in shall offer each Bank (other than, after any event within five (5Extended Commitments are made available pursuant to an Extension Amendment, any non-Extending Bank) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring the opportunity to increase its Commitment shall notify by its ratable share, based on the amounts of the Banks’ Commitments on the date of such notice, of the requested increase in the Total Commitment. Each such Bank shall, by notice to the Borrower and the Administrative Agent in writing no later given not more than ten (10) Business Days after receipt the date of notice from Agent. Any Lender the Borrower’s notice, either agree to increase its Commitment by all or a portion of the offered amount or decline to increase its Commitment (and any Bank that does not notify Agent deliver such a notice within the time such period specified above that it will increase its Commitment will of ten Business Days shall be deemed to have rejected such offer. Any agreement by a Lender declined to increase its Commitment). In the event that, on the tenth Business Day after the Borrower shall have delivered a notice pursuant to the first sentence of this Section 2.04, the eligible Banks shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by the Borrower, the Borrower shall have the right to arrange for one or more banks or other financial institutions (any such bank or other financial institution being called an “Augmenting Bank”), which may include any Bank, to extend Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount, provided that each Augmenting Bank, if not already a Bank hereunder, shall be irrevocable.subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall execute all such documentation as the Administrative Agent shall specify to evidence its status as a Bank hereunder. If (and only if) Banks (including Augmenting Banks) shall have agreed to increase their Commitments or to extend new Commitments in an aggregate amount not less than $5,000,000, such increases and such new Commitments shall become effective on the date specified in the notice delivered by the Borrower pursuant to the

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, The Borrower may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment time, by notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Banks), request that the Total Commitment be increased by $10,000,000 or an integral multiple thereof and will not result in the Total Commitment exceeding the sum of (x) $400,000,000 plus (y) the Pari Passu First Lien Debt Cap. Each such notice shall set forth the requested amount of the increase in the Total Commitment and the date on which such proposed increase is to become effective (which shall be not fewer than twenty days after the date of such notice), and shall offer each Bank (other than, after any Extended Commitments are made available pursuant to an Extension Amendment, any non-Extending Bank) the opportunity to increase its Commitment by its ratable share, based on the amounts of the Banks’ Commitments on the date of such notice, of the requested increase in the Total Commitment. Each such Bank shall, by notice to the Borrower and the Administrative Agent given not more than ten Business Days after the date of the Borrower’s notice, either agree to increase its Commitment by all or a portion of the offered amount or decline to increase its Commitment (and any Bank that does not deliver such a notice within such period of ten Business Days shall be deemed to have declined to increase its Commitment). In the event that, on the tenth Business Day after the Borrower shall have delivered a notice pursuant to the first sentence of this Section 2.04, the eligible Banks shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by the Borrower, the Borrower shall have the right to arrange for one or more banks or other financial institutions (any such bank or other financial institution being called an “Commitment Increase NoticeAugmenting Bank”); provided, howeverwhich may include any Bank, thatto extend Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount, provided that each Augmenting Bank, if not already a Bank hereunder, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall execute all such documentation as the Administrative Agent shall specify to evidence its status as a Bank hereunder. If (and only if) Banks (including Augmenting Banks) shall have agreed to increase their Commitments or to extend new Commitments in an aggregate amount not less than $5,000,000, such increases and such new Commitments shall become effective on the date specified in the notice delivered by the Borrower pursuant to the first sentence of this Section. Notwithstanding the foregoing, no increase in the Total Commitment (or in the Commitment of any Bank) shall become effective under this Section unless, on the date of such increase, (A) (i) the aggregate amount conditions set forth in clauses (b) and (c) of all Section 6.02 shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such increases shall not exceed Three Hundred Million Dollars ($300,000,000); date and executed by a Responsible Officer of the Borrower or (ii) any individual request for an increase the participating Banks shall be have waived the requirements set forth in the minimum amount clause (i) of the lesser of (A) One Hundred Million Dollars ($100,000,000) this sentence and (B) Three Hundred Million Dollars the First Lien Leverage Ratio ($300,000,000) minus determined on a Pro Forma Basis in accordance with Section 1.02 and assuming for this purpose the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior Facility is fully drawn after giving effect to such increase)) as of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt last day of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring the most recently ended Test Period is less than or equal to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed 2.00 to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable1.00.

Increase of Commitment. (i) If At any time or times when no Default or Event of Default exists (and provided no Event of Default will occur if the request is given effect), the Borrowers may request in writing that the Lender agree to increase the Commitment by an amount not exceeding in the aggregate Fifty Million Dollars ($50,000,000.00) ("Accordion Amount"), thereby increasing the Commitment to a total sum no greater than One Hundred Fifty Million Dollars ($150,000,000.00). The Lender shall have occurred consider such request in its sole discretion. The Lender shall grant or decline such request within thirty (30) days of its receipt of the request and shall confirm same in writing. Requests by the Borrowers for approval of advances under this Section 2.2.2(a)(iv) shall seek an increased amount of no less than $5,000,000.00 per request (or, if less, any remaining unfunded amount of the Accordion Amount or such lower amounts agreed to by Lender), and shall not be continuing, Borrower may at any time from time to time made less than thirty (30) days prior to the Maturity Date request no more than three (3) increases of the Commitment by notice to Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual Date. A request for an increase advance of all or a portion of the Accordion Amount shall be made by a written notice substantially in the minimum amount form of Exhibit "B" annexed hereto and incorporated herein, which is delivered to the Lender in accordance with Section 10.1 below, and shall be executed by the Borrowers' Chief Financial Officer or other authorized signatory. Any Loans made by Lender pursuant to all or any portion of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus Accordion Amount which has been approved for advances by the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocableon the same terms set forth in this Agreement (including, for the avoidance of doubt, the Maturity Date and pricing).

Increase of Commitment. (i) If If, immediately prior to and immediately after giving effect to any increase in the Commitment pursuant to this Clause 2.2, no Default or Default, Event of Default shall have of Material Adverse Effect would of occurred and be continuing, the Borrower may at any time and from time to time prior to the Maturity Date request time, but in no event more than three two (32) increases of times per calendar year, request an increase in the Commitment by notice to Agent the Lender in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) the aggregate each such increase request shall be in an amount of all such increases shall not exceed Three Hundred Million Dollars (less than $300,000,000)10,000,000; and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior would not exceed $200,000,000 after giving effect to such increase)) . Within 10 days after receipt of the increased Commitment Increase Notice, the Lender shall either (y) notify the Borrower of its decision to decline the Borrower’s offer to increase the Commitment; or (z) accept the Borrower’s offer to increase the Commitment and execute an agreement (a “Commitment Increase Agreement”) in substantially the form attached hereto as Exhibit A. The Lender shall have no obligation whatsoeverto increase the Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt Execution of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment Agreement shall be irrevocableirrevocable and shall be effective upon satisfaction of the conditions to effectiveness set forthin such agreement.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment by notice to Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.ten

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuing, Borrower API may at any time from time to time prior to the Maturity Date request no more than three (3) increases of the Commitment time, by notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Banks), request that the Total Commitment to be increased by an amount that is not less than $150,000,000 and will not result in the Total Commitment exceeding $750,000,000. Each such notice shall set forth the requested amount of the increase in the Total Commitment and the date on which such proposed increase is to become effective (which shall be not fewer than twenty days after the date of such notice), and shall offer each Bank the opportunity to increase its Commitment by its ratable share, based on the amounts of the Banks' Commitments on the date of such notice, of the requested increase in the Total Commitment. Each Bank shall, by notice to API and the Administrative Agent given not more than ten Business Days after the date of API's notice, either agree to increase its Commitment by all or a “portion of the offered amount or decline to increase its Commitment Increase Notice”(and any Bank that does not deliver such a notice within such period of ten Business Days shall be deemed to have declined to increase its Commitment); provided. In the event that, howeveron the tenth Business Day after API shall have delivered a notice pursuant to the first sentence of this paragraph, thatthe Banks shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by API, API shall have the right to arrange for one or more banks or other financial institutions (any such bank or other financial institution being called an "Augmenting Bank"), which may include any Bank, to extend Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount, provided that each Augmenting Bank, if not already a Bank hereunder, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall execute all such documentation as the Administrative Agent shall specify to evidence its status as a Bank hereunder. If (and only if) Banks (including Augmenting Banks) shall have agreed to increase their Commitments or to extend new Commitments in an aggregate amount not less than $150,000,000, such increases and such new Commitments shall become effective on the date specified in the notice delivered by API pursuant to the first sentence of this Section. Notwithstanding the foregoing, no increase in the Total Commitment (or in the Commitment of any Bank) shall become effective under this paragraph unless, on the date of such increase, (i) the aggregate amount conditions set forth in paragraphs (a), (b) and (c) of all Section 6.02 (including the condition set forth in Section 6.02(c) insofar as it relates to representations and warranties contained in Sections 5.01(d)(iii) and 5.01(e) which are otherwise excluded in Section 6.02) shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such increases shall not exceed Three Hundred Million Dollars ($300,000,000); date and executed by a Responsible Officer of API or (ii) any individual request for an increase the Banks shall be have waived the requirements set forth in the minimum amount of the lesser of clause (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)i) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocablethis sentence.

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuingThe Borrower may, Borrower may at any time from time after the three month anniversary of the Closing Date, by notice to time the Administrative Agent, propose an increase in the total Revolving Loan Commitments hereunder (each such proposed increase being a “Revolving Loan Commitment Increase”) either by having a Lender increase its Revolving Loan Commitment then in effect (each an “Increasing Lender”) or by adding as a Lender with a new Revolving Loan Commitment hereunder a Person which is not then a Lender (each an “Assuming Lender”) in each case with the approval of the Administrative Agent, Issuing Bank and Swingline Lender (in each case, not to be unreasonably withheld), which notice shall specify the name of each Increasing Lender and/or Assuming Lender, as applicable, the amount of the Revolving Loan Commitment Increase and the portion thereof being assumed by each such Increasing Lender or Assuming Lender, and the date on which such Revolving Loan Commitment Increase is to be effective (a “Revolving Loan Commitment Increase Date”) (which shall be a Business Day at least three Business Days after delivery of such notice and 30 days prior to the Revolving Loan Maturity Date request no more than three (3) increases of the Commitment by notice to Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”Date); provided, however, that, (i) the aggregate amount of all such increases provided that no Lender shall not exceed Three Hundred Million Dollars ($300,000,000); have any obligation hereunder to become an Increasing Lender and (ii) any individual request for an increase election to do so shall be in the minimum amount sole discretion of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.Lender; provided further that:

Increase of Commitment. (ia) If no Default or Event of Default shall have occurred and be continuing, Borrower may at any time from time to time prior to the Revolving Loan Maturity Date request (provided that such requests shall be made no more than three (3) times on or after the Fourth Amendment Effective Date) increases of the Commitment by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all that any such increases shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase pursuant to a Commitment Increase Notice shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) 10,000,000 and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunderincrease in the Commitment on and after the Fourth Amendment Effective Date shall not exceed $90,000,000. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage Pro Rata Share (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. The Administrative Agent shall promptlyshall, and in any event within five (5) Business Banking Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify the Administrative Agent in writing no later than ten five (105) Business Banking Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable. The notices contemplated by the third and fourth sentences above shall not be required with respect to any exercise by the Borrower of its option to increase the Commitment under this Section 2.8 consummated on the Fourth Amendment Effective Date or within five (5) Banking Days thereafter.

Increase of Commitment. (i) If at any time after the Closing Date, and so long as no Default or Event of Default or Potential Default has occurred and is continuing, the Borrower desires to increase the Revolving Credit Facility Commitment, (each, an "Additional Revolving Credit Increase") and/or, at the Borrower’s option, request to add term loans (each, an "Incremental Term Loan" and collectively, the "Incremental Term Loans") (each Additional Revolving Credit Increase and each Incremental Term Loan are each, an "Additional Increase" and collectively, the "Additional Increases") the Borrower shall notify the Agent in writing, who will promptly notify each Bank thereof, provided that any such Additional Increase shall be in a minimum of Ten Million and 00/100 Dollars ($10,000,000.00) and the aggregate of all such Additional Increases shall not exceed Four Hundred Million and 00/100 Dollars ($400,000,000.00). The existing Banks shall have occurred and be continuing, Borrower may the right at any time from time within fourteen (14) days following such notice to time prior increase their respective Commitment by providing written notice of the same to the Maturity Date request no Agent so as to provide such additional Commitment pro-rata in accordance with such Bank's Pro Rata Share, and any portion of such Additional Increase which is not provided by any such existing Bank shall be available to the other existing Banks; provided, that if more than three (3) increases one existing Bank desires to increase its Commitment in respect of the Commitment portion of such Additional Increase not provided by notice to Agent in writing an existing Bank, such participating Banks shall provide such portion of the amount additional Commitments on a pro rata basis in accordance with the proportion that their Pro Rata Share bears to each other, and thereafter, to the extent not provided by existing Banks, to any additional lending institution or institutions proposed by the Borrower and which is approved by the Agent (which approval will not be unreasonably withheld, conditioned or delayed) and which becomes a party to this Agreement pursuant to documentation reasonably acceptable to the Agent and prepared at the Borrower's expense, which documentation may be executed by the Borrower and the Agent (as agent for the Banks) without further consent or action of the Banks, such proposed increase (each such notice, a “Commitment Increase Notice”)consent hereby deemed to be irrevocably given to the Agent by the Banks; provided, however, that, (i) that the aggregate Borrower shall have the right to have the entire amount of each Additional Increase provided by such approved additional lending institution or institutions if all such increases shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring Banks decline to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agenttheir Commitments to accommodate any such Additional Increase. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.Notwithstanding 68 270134563 275248976

Increase of Commitment. (ia) If no Default or Event of Default shall have occurred and be continuing, Borrower may at At any time from time to time prior to the Maturity Date request Date, the Borrower may effectuate no more than three two increases in the aggregate Revolving Commitments by an aggregate amount not greater than $1,000,000,000 (3) increases of the Commitment by notice to Agent in writing of the amount of any such proposed increase (each such noticeincrease, a “Commitment Increase NoticeIncrease”), by designating either one or more of the existing Lenders (each of which, in its sole discretion, may determine whether and to what degree to participate in such Commitment Increase) or one or more other banks or other financial institutions (reasonably acceptable to the Administrative Agent, the Issuing Lenders and the Swingline Lenders) that at the time agree, in the case of any such bank or financial institution that is an existing Lender to increase its Revolving Commitment as such Lender shall so select (an “Increasing Lender”) and, in the case of any other such bank or financial institution (an “Additional Lender”), to become a party to this Agreement; provided, however, that, that (i) the aggregate amount of all such increases Revolving Commitments shall not at any time exceed Three Hundred Million Dollars ($300,000,000); 3,000,000,000 and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any each such Commitment Increase Notice delivered with respect shall not be less than $100,000,000. The sum of the increases in the Revolving Commitments of the Increasing Lenders plus the Revolving Commitments of the Additional Lenders upon giving effect to the Commitment Increase shall not in the aggregate exceed the amount of the Commitment Increase. The Borrower shall provide prompt notice of any proposed increase in the Commitment may offer one or more Lenders an opportunity Increase pursuant to subscribe for its Applicable Percentage (with respect this Section 2.15 to the existing Commitment (prior to such increase)) of Administrative Agent and the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocableLenders.

Increase of Commitment. (i) If at any time after the Closing Date, and so long as no Default or Event of Default or Potential Default has occurred and is continuing, the Borrower desires to increase the Revolving Credit Facility Commitment, (each, an "Additional Revolving Credit Increase") and/or, at the Borrower’s option, request to add term loans (each, an "Incremental Term Loan" and collectively, the "Incremental Term Loans") (each Additional Revolving Credit Increase and each Incremental Term Loan are each, an "Additional Increase" and collectively, the "Additional Increases") the Borrower shall notify the Agent in writing, who will promptly notify each Bank thereof, provided that any such Additional Increase shall be in a minimum of Ten Million and 00/100 Dollars ($10,000,000.00) and the aggregate of all such Additional Increases shall not exceed Four Hundred Million and 00/100 Dollars ($400,000,000.00). The existing Banks shall have occurred and be continuing, Borrower may the right at any time from time within fourteen (14) days following such notice to time prior increase their respective Commitment by providing written notice of the same to the Maturity Date request no Agent so as to provide such additional Commitment pro-rata in accordance with such Bank's Pro Rata Share, and any portion of such Additional Increase which is not provided by any such existing Bank shall be available to the other existing Banks; provided, that if more than three (3) increases one existing Bank desires to increase its Commitment in respect of the Commitment portion of such Additional Increase not provided by notice to Agent in writing an existing Bank, such participating Banks shall provide such portion of the amount additional Commitments on a pro rata basis in accordance with the proportion that their Pro Rata Share bears to each other, and thereafter, to the extent not provided by existing Banks, to any additional lending institution or institutions proposed by the Borrower and which is approved by the Agent (which approval will not be unreasonably withheld, conditioned or delayed) and which becomes a party to this Agreement pursuant to documentation reasonably acceptable to the Agent and prepared at the Borrower's expense, which documentation may be executed by the Borrower and the Agent (as agent for the Banks) without further consent or action of the Banks, such proposed increase (each such notice, a “Commitment Increase Notice”)consent hereby deemed to be irrevocably given to the Agent by the Banks; provided, however, thatthat the Borrower shall have the right to have the entire amount of each Additional Increase provided by such approved additional lending institution or institutions if all the existing Banks decline to increase their Commitments to accommodate any such Additional Increase. Notwithstanding anything to the contrary in this Section 2.21 or in any other provision of any Loan Document, if the proceeds of any Additional Increase (it being understood and agreed that only Additional Increases consisting of Incremental Term Loans may be used for a Limited Condition Acquisition) are intended to be applied to finance a Limited Condition Acquisition and the lenders providing such Additional Increase so agree, the availability of funds under such Additional Increase shall be subject to the terms of Section 1.06. In the event of any such Additional Increase in the aggregate Commitments and in the Commitment of any Bank effected pursuant to the terms of this Section 2.21, new Notes shall, to the extent deemed reasonably necessary or appropriate by the Agent, be executed and delivered by the Borrower, and the affected Banks shall promptly surrender and cancel the existing Notes; and the Borrower shall execute and deliver such additional documentation setting forth the new Commitments and Pro Rata Shares as the Agent shall reasonably request in accordance with the provisions of this Section 2.21 (each, an "Additional Increase Amendment"). Each Additional Increase Amendment (i) with respect to any Additional Revolving Credit Increase, shall be executed by the aggregate amount Borrower and the Agent (as agent for the Banks) without further consent or action of all the Banks, such increases shall not exceed Three Hundred Million Dollars ($300,000,000); consent herein is deemed to be irrevocably given to the Agent by the Banks and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in Incremental Term Loan, (A) shall be executed by the Commitment may offer one or more Lenders an opportunity Borrower, the Banks providing such Incremental Term Loan and the Agent without further consent of any of the Banks not providing any portion of such Incremental Term Loan, such consent herein is deemed to subscribe for its Applicable Percentage (with respect be irrevocably given to the existing Commitment (prior to such increase)) of Agent by the increased Commitment. Agent shall promptly, and in Banks not providing any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender portion of such request. Each Lender desiring Incremental Term Loan, (B) may contain any amendments to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within this Agreement and the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.other

Increase of Commitment. (i) If at any time after the Closing Date, and so long as no Default or Event of Default or Potential Default has occurred and is continuing, the Borrower desires to increase the Revolving Credit Facility Commitment, (each, an "Additional Revolving Credit Increase") and/or, at the Borrower’s option, request to add term loans (each, an "Incremental Term Loan" and collectively, the "Incremental Term Loans") (each Additional Revolving Credit Increase and each Incremental Term Loan are each, an "Additional Increase" and collectively, the "Additional Increases") the Borrower shall notify the Agent in writing, who will promptly notify each Bank thereof, provided that any such Additional Increase shall be in a minimum of Ten Million and 00/100 Dollars ($10,000,000.00) and the aggregate of all such Additional Increases shall not exceed Four Hundred Million and 00/100 Dollars ($400,000,000.00). The existing Banks shall have occurred and be continuing, Borrower may the right at any time from time within fourteen (14) days following such notice to time prior increase their respective Commitment by providing written notice of the same to the Maturity Date request no Agent so as to provide such additional Commitment pro-rata in accordance with such Bank's Pro Rata Share, and any portion of such Additional Increase which is not provided by any such existing Bank shall be available to the other existing Banks; provided, that if more than three (3) increases one existing Bank desires to increase its Commitment in respect of the Commitment portion of such Additional Increase not provided by notice to Agent in writing an existing Bank, such participating Banks shall provide such portion of the amount additional Commitments on a pro rata basis in accordance with the proportion that their Pro Rata Share bears to each other, and thereafter, to the extent not provided by existing Banks, to any additional lending institution or institutions proposed by the Borrower and which is approved by the Agent (which approval will not be unreasonably withheld, conditioned or delayed) and which becomes a party to this Agreement pursuant to documentation reasonably acceptable to the Agent and prepared at the Borrower's expense, which documentation may be executed by the Borrower and the Agent (as agent for the Banks) without further consent or action of the Banks, such proposed increase (each such notice, a “Commitment Increase Notice”)consent hereby deemed to be irrevocably given to the Agent by the Banks; provided, however, thatthat the Borrower shall have the right to have the entire amount of each Additional Increase provided by such approved additional lending institution or institutions if all the existing Banks decline to increase their Commitments to accommodate any such Additional Increase. Notwithstanding anything to the contrary in this Section 2.21 or in any other provision of any Loan Document, if the proceeds of any Additional Increase (it being understood and agreed that only Additional Increases consisting of Incremental Term Loans may be used for a Limited Condition Acquisition) are intended to be applied to finance a Limited Condition Acquisition and the lenders providing such Additional Increase so agree, the availability of funds under such Additional Increase shall be subject to the terms of Section 1.06. In the event of any such Additional Increase in the aggregate Commitments and in the Commitment of any Bank effected pursuant to the terms of this Section 2.21, new Notes shall, to the extent deemed reasonably necessary or appropriate by the Agent, be executed and delivered by the Borrower, and the affected Banks shall promptly surrender and cancel the existing Notes; and the Borrower shall execute and deliver such additional documentation setting forth the new Commitments and Pro Rata Shares as the Agent shall reasonably request in accordance with the provisions of this Section 2.21 (each, an "Additional Increase Amendment"). Each Additional Increase Amendment (i) with respect to any Additional Revolving Credit Increase, shall be executed by the aggregate amount Borrower and the Agent (as agent for the Banks) without further consent or action of all the Banks, such increases shall not exceed Three Hundred Million Dollars ($300,000,000); consent herein is deemed to be irrevocably given to the Agent by the Banks and (ii) any individual request for an increase shall be in the minimum amount of the lesser of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase Incremental Term Loan, (A) shall be executed by the Borrower, the Banks providing such Incremental Term Loan and the Agent without further consent of any of the Banks not providing any portion of such Incremental Term Loan, such consent herein is deemed to be irrevocably given to the Agent by the Banks not providing any portion of such Incremental Term Loan, (B) may contain any amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate, in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) opinion of the increased Commitment. Agent shall promptlyAgent, and to effect the provisions of this Section 2.21 to, among other things, include such Incremental Term Loan and/or the effect thereof in any event within five (5) Business Days after receipt the definitions of a Commitment Increase Notice"Commitments", notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable."

Increase of Commitment. (i) If At any time or times when no Default or Event of Default shall have occurred exists (and be continuingprovided no Event of Default will occur if the request is given effect), Borrower the Borrowers may at any time from time request in writing that the Lender agree to time prior to the Maturity Date request no more than three (3) increases of increase the Commitment by notice to Agent an amount not exceeding in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the aggregate amount of all such increases shall not exceed Three Hundred Seventy Million Dollars ($300,000,00070,000,000.00) (“Accordion Amount”); and (ii) any individual request for an increase shall be in , thereby increasing the minimum amount of the lesser of (A) Commitment to a total sum no greater than One Hundred Million Dollars ($100,000,000100,000,000.00). The Lender shall consider such request in its sole discretion. The Lender shall grant or decline such request within thirty (30) days of its receipt of the request and (Bshall confirm same in writing. Requests by the Borrowers for approval of advances under this Section 2.2.2(a)(iv) Three Hundred Million Dollars ($300,000,000) minus the aggregate shall seek an increased amount of all no less than $5,000,000.00 per request (or, if less, any remaining unfunded amount of the Accordion Amount or such previous increases lower amounts agreed to by Lender), and shall not be made less than thirty (30) days prior to the Commitments hereunderMaturity Date. A request for an advance of all or a portion of the Accordion Amount shall be made by a written notice substantially in the form of Exhibit B annexed hereto and incorporated herein, which is delivered to the Lender in accordance with Section 10.1 below, and shall be executed by the Borrowers’ Chief Financial Officer or other authorized signatory. Any such Commitment Increase Notice delivered with respect Loans made by Lender pursuant to all or any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Commitment (prior to such increase)) portion of the increased Commitment. Agent shall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Accordion Amount which has been approved for advances by the Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable.on the same terms set forth in this Agreement (including, for the avoidance of doubt, the Maturity Date and pricing). Letter of Credit Sublimit

Increase of Commitment. (i) If no Default or Event of Default shall have occurred and be continuingBorrower may, Borrower may at any time from time to time prior by written notice to the Maturity Date request no more Administrative Agent and the Lenders, increase the Commitment up to $300,000,000; provided that (a) the Commitment has not theretofore been voluntarily reduced pursuant to Section 2.5, (b) the effective date of such increase is not later than three April 30, 1999, (3c) increases the obligation to fund the increase in the Commitment amount is assumed in writing by a Lender or Lenders then party to this Agreement or by a Person or Persons that is an Eligible Assignee, in each case acceptable to Borrower and, in the latter case, reasonably acceptable to the Administrative Agent, (d) each such Person concurrently purchases a pro rata share of the Commitment by notice TEGP Loan Outstandings from the lenders party to Agent the TEGP Loan Agreement (and each Lender, in writing its capacity as such a lender, hereby agrees to sell such a share at par value to such Person) that is equivalent to the increased Pro Rata Share of such Person, (e) the Eligible Assignee executes and delivers an agreement of joinder to this Agreement and to the TEGP Loan Agreement in form and substance satisfactory to Borrower, TEGP and the Administrative Agent, (f) the amount of such increase, when aggregated with any increase theretofore or concurrently made in the amount of the Term Loan pursuant to Section 2.6 of the Term Loan Agreement, does not exceed $50,000,000 and (g) no such increase shall increase the aggregate of the amount of such proposed increase (each such notice, a “the Commitment Increase Notice”); provided, however, that, (i) and the aggregate amount of all such increases shall not exceed Three Hundred Million Dollars ($300,000,000); and (ii) any individual request for an increase shall be in the minimum amount of the lesser TEGP Loan Outstandings held by any other Lender absent the express written consent of (A) One Hundred Million Dollars ($100,000,000) and (B) Three Hundred Million Dollars ($300,000,000) minus the aggregate amount of all that Lender. Giving effect to such previous increases to the Commitments hereunder. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitment may offer one or more Lenders an opportunity to subscribe for its Applicable Percentage (with respect and purchase of TEGP Loan Outstandings, adjustments shall be made to the existing Commitment (prior to such increase)) Pro Rata Shares of the Lenders and the pro rata shares of TEGP Loan Outstandings such that the Pro Rata Shares of each Lender shall be identical to its pro rata share of the TEGP Loan Outstandings. The Administrative Agent shall promptly thereafter prepare and circulate to Borrower and the Lenders a revised Schedule 1.1 reflecting such increased Commitment. Agent shall promptly, the revised Pro Rata Shares of the Lenders and in any event within five (5) Business Days after receipt the revised pro rata shares of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify Agent in writing no later than ten (10) Business Days after receipt of notice from Agent. Any Lender that does not notify Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocableTEGP Loan Outstandings.