Common use of Increase of Commitments Clause in Contracts

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks)a) At any time after February 7, Carlisle may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; 2000, provided that (i) no Event of Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant Company may request from time to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If time one or more increases of the Banks is not increasing its Commitment, then, with Aggregate Commitment by notice to the Administrative Agent and in writing of the other Banksamount of each such proposed increase (each such notice, another one or more financial institutions, a "Commitment Increase Notice"). Any such Commitment Increase Notice must offer --------------------------- each as approved by Bank the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit opportunity to provide an amount equal to the aggregate amount subscribe for its pro rata share of the requested increase that will not be provided in the Aggregate Commitment, and the Agent shall promptly provide to each Bank a copy of any Commitment Increase Notice received by the existing Banks (Agent. Within 10 days after receipt by the “Agent of the applicable Commitment Increase Amount”); providedNotice, that each Bank wishing to subscribe for its pro rata share of the requested increase in the Aggregate Commitment must deliver written notice of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent such fact to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G heretoAgent. If all existing Banks shall not have provided their pro rata any portion of the requested increaseincrease in the Aggregate Commitment is not subscribed for by the Banks within such 10-day period, on the effective date Company may, in its sole discretion, but with the consent of the Increased Commitment Supplement the Banks shall make advances among themselves Agent as to any Person that is not at such time a Bank (which may consent shall not be through unreasonably withheld or delayed so long as such Person is an Eligible Assignee), offer to any existing Bank or to one or more additional banks or financial institutions the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata opportunity to participate in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new all or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness a portion of such unsubscribed portion of the Increased requested increase in the Aggregate Commitment Supplementpursuant to Section 2.15 (b) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank ------------ or Banks whose Applicable Percentage has decreased (c) below, as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.applicable;

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks)a) At any time, Carlisle may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Event of Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant Company may request from time to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If time one or more increases of the Banks is not increasing its Commitment, then, with Aggregate Commitment by notice to the Administrative Agent and in writing of the other Banksamount of each such proposed increase (each such notice, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New BankCommitment Increase Notice”), may commit . Any such Commitment Increase Notice must offer each Lender the opportunity to provide an amount equal to the aggregate amount subscribe for its pro rata share of the requested increase that will not be provided in the Aggregate Commitment, and the Agent shall promptly provide to each Lender a copy of any Commitment Increase Notice received by the existing Banks (Agent. Within 10 days after receipt by the “Agent of the applicable Commitment Increase Amount”); providedNotice, that each Lender wishing to subscribe for its pro rata share of the requested increase in the Aggregate Commitment must deliver written notice of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent such fact to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G heretoAgent. If all existing Banks shall not have provided their pro rata any portion of the requested increaseincrease in the Aggregate Commitment is not subscribed for by the Lenders within such 10-day period, on the effective date Company may, in its sole discretion, but with the consent of the Increased Commitment Supplement the Banks shall make advances among themselves Agent as to any Person that is not at such time a Lender (which may consent shall not be through unreasonably withheld or delayed so long as such Person is an Eligible Assignee), offer to any existing Lender or to one or more additional banks or financial institutions the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata opportunity to participate in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new all or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness a portion of such unsubscribed portion of the Increased requested increase in the Aggregate Commitment Supplementpursuant to Section 2.16 (b) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (c) below, as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.applicable;

Increase of Commitments. By written notice sent to (a) At any time after the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks)Closing Date, Carlisle may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default or Event of Default shall have occurred and be continuing, (ii) the aggregate amount Borrower may request from time to time one or more increases of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and in writing of the other Banksamount of each such proposed increase (each such notice, another one or more financial institutions, a "COMMITMENT INCREASE NOTICE"). Any such Commitment Increase Notice must offer each as approved by Bank the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit opportunity to provide an amount equal to the aggregate amount subscribe for its pro rata share of the requested increase that will not be provided in the Commitments, and the Agent shall promptly provide to each Bank a copy of any Commitment Increase Notice received by the existing Banks (Agent. Within 10 Business Days after receipt by the “Agent of the applicable Commitment Increase Amount”); providedNotice, that each Bank wishing to subscribe for its pro rata share of the Commitment requested increase in the Commitments must deliver written notice of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent such fact to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G heretoAgent. If all existing Banks shall not have provided their pro rata any portion of the requested increaseincrease in the Commitments is not subscribed for by the Banks within such 10-day period, on the effective date Borrower may, in its sole discretion, but with the consent of the Increased Commitment Supplement the Banks shall make advances among themselves Agent as to any Person that is not at such time a Bank (which may consent shall not be through unreasonably withheld or delayed so long as such Person is an Eligible Assignee), offer to any existing Bank or to one or more additional banks or financial institutions the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata opportunity to participate in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new all or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness a portion of such unsubscribed portion of the Increased Commitment Supplementrequested increase in the Commitments pursuant to Section 2.5(b) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (c) below, as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.applicable;

Increase of Commitments. By written notice sent (a) HCC shall have the right to increase the Commitments from time to time pursuant to this subsection 2.3 by up to $200,000,000 in the aggregate as long as no Default or Event of Default has occurred and is continuing. In the event that HCC wishes to increase the aggregate Commitments at any time, it shall notify the Administrative Agent in writing of the amount (the "Offered Increase Amount") of such proposed increase (such notice, a "Commitment Increase Notice"); provided that the aggregate amount of any such increase in Commitments shall be at least $10,000,000. HCC may, at its election, (i) offer one or more of the Lenders the opportunity to participate in all or a portion of the Offered Increase Amount pursuant to paragraph (c) below and/or (ii) with the consent of the Administrative Agent (which the Administrative Agent consent shall promptly distribute to the Banksnot be unreasonably withheld), Carlisle may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If offer one or more additional banks, financial institutions or other entities the opportunity to participate in all or a portion of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Offered Increase Amount pursuant to paragraph (b) below. Each Commitment Increase Notice shall specify which Lenders and/or banks, financial institutions or other entities HCC desires to participate in such lesser amount as the Co-Borrowers shall agreeCommitment increase. HCC or, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the if requested increase, the Co-Borrowersby HCC, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion Agent, will notify such Lenders and/or banks, financial institutions or other entities of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretosuch offer.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle the Borrower may request from time to time an increase of the aggregate amount of the Commitments Commitments: (a) by an aggregate amount equal to any integral multiple of $5,000,000 10,000,000 and (b) by an amount not less than to exceed $10,000,000100,000,000; provided that (i) no Default shall have occurred and be continuing, ; and (ii) the aggregate amount of Borrower shall have provided evidence satisfactory to the Banks that the Indebtedness to be incurred pursuant to the increase in the Commitments shall not have been reducedis permitted by the Senior Subordinated Note Indenture and the other Indentures, nor shall Carlisle have given notice of any such reduction under Section 2.10in each case, (iii) to the aggregate amount of extent the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000applicable Indenture is still in effect. No Bank shall have any obligation to increase Each Bank, in its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request discretion, shall be deemded to be a decsion by such Bank that determine whether it will not increase its Commitment. If one or more of the Banks is will not be increasing its CommitmentCommitment pursuant to such request, then, with notice to the Administrative Agent and the other BanksAgent, another one or more financial institutions, each as approved by the Co-Borrowers Borrower and the Administrative Agent (a “"New Bank”"), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “"Increase Amount”"); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3)5,000,000. Upon receipt of notice from the Administrative Agent to the Banks and Carlisle the Borrower that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers Borrower shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 10,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increaseincrease and the Indebtedness to be incurred pursuant to the requested increase is permitted by the Senior Subordinated Note Indenture and the other Indentures (in each case, to the extent the applicable Indenture is still in effect), the Co-BorrowersBorrower, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit G hereto(the "Increased Commitment Supplement"). If all existing Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the foregoing, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may themselves, such advances to be through the Administrative Agent) in amounts sufficient so that after giving effect thereto thereto, the Committed Loans will shall be held by the Banks, Banks pro rata in accordance with according to their respective Applicable Percentages hereunderCommitments. The advances made by a Bank under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) 2.18 shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank one or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness more of the Increased Commitment Supplement)Banks who received the advances. The advances made under Commitments of the Banks who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto2.18.

Increase of Commitments. By written notice sent (a) Each Borrower shall have the right to increase the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle may request Commitments from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three 2.09 (3subject to the restrictions of Section 2.09(d)) times; as long as no Default or Event of Default has occurred and (iv) is continuing. In the Commitments may not be increased to an aggregate amount event that exceeds $500,000,000. No Bank shall have any obligation Borrower wishes to increase its Commitment. A Bank’s decision whether to increase its Commitment the aggregate Commitments under this Section 2.18 if any Facility at any time, it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more of the Banks is not increasing its Commitment, then, with notice to notify the Administrative Agent in writing of the Facility or Facilities to be increased and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”); provided, that the Commitment aggregate amount of each New Bank any such increase in Commitments shall be at least $5,000,000 and 25.0 million. Such Borrower may, at its election, (i) offer one or more of the maximum number Lenders the opportunity to participate in all or a portion of New Banks shall be three the Offered Increase Amount pursuant to Section 2.09(c) below and/or (3). Upon receipt ii) with the consent of notice from the Administrative Agent (which consent shall not be unreasonably withheld or delayed), offer one or more additional banks, financial institutions or other entities the opportunity to participate in all or a portion of the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Offered Increase Amount (pursuant to Section 2.09(b) below. Each Commitment Increase Notice shall specify which Lenders and/or banks, financial institutions or other entities such lesser amount as the Co-Borrowers shall agreeBorrower desires to participate in such Commitment increase. Such Borrower or, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at if requested by such time or after giving effect to the requested increase, the Co-BorrowersBorrower, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion Agent, will notify such Lenders and/or banks, financial institutions or other entities of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretosuch offer.

Increase of Commitments. By written notice sent (a) If, prior to the Administrative Agent (which the Administrative Agent shall promptly distribute and after giving effect to the Banks), Carlisle may request from time to time an any increase of the aggregate amount of in the Commitments by an aggregate amount equal pursuant to any integral multiple this Section 2.19, no Default, Event of $5,000,000 and not less than $10,000,000; provided that (i) no Default or Material Adverse Effect shall have occurred and be continuing, Borrower may at any time and from time to time, request an increase of the aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (such notice, a “Commitment Increase Notice”); provided, however, that (i) each such increase shall be at least $10,000,000, (ii) the aggregate amount of the cumulative increase in Commitments pursuant to this Section 2.19 shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10exceed $200,000,000, (iii) the aggregate amount sum of the Commitments can of all Lenders under this Agreement shall not be increased pursuant to this Section 2.18 more than three (3) times; and exceed $300,000,000, (iv) the Commitments Commitment of any Lender may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bankwithout such Lender’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall consent, which consent may be made withheld in such BankLender’s sole and absolute disrection discretion, and any failure (v) the Market Value is equal to respond to a request shall be deemded to be a decsion by or greater than four (4) times the Threshold Value (calculated at the time of, and after giving effect to, such Bank that it will not increase its Commitmentincrease). If the conditions in clauses (i) through (v) above have been satisfied, the Borrower may, in its sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the Banks is not increasing its Commitment, then, with notice increased Commitments pursuant to paragraph (c) below by notifying the Administrative Agent Agent. Promptly and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent in any event within five (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon 5) Business Days after receipt of notice from the Borrower of its desire to offer increased Commitments to certain existing Lenders, to the additional banks or to financial institutions identified therein or such additional banks or financial institutions identified by the Administrative Agent to and approved by the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-BorrowersBorrower, the Administrative Agent and shall notify such proposed lenders of the Banks willing opportunity to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) participate in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata or a portion of such unsubscribed portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoCommitments.

Increase of Commitments. By (a) The Borrower shall have the right at any time after the Closing Date to request that the aggregate Commitments hereunder be increased (a “Commitment Increase”) in accordance with the following provisions and subject to the following conditions: (i) The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of the Lenders, at least twenty (20) Business Days’ prior written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle may request from time to time an a “Notice of Increase”) of any such requested increase of specifying the aggregate amount of by which the Commitments by an aggregate amount equal are to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Requested Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof)10,000,000, then: provided that no Default exists at such time or after giving effect to the requested increase, date of increase (the Co-Borrowers, “Requested Increase Date”) and the date by which the Lenders wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Commitments (the “Commitment Date”). Each Lender that is willing in its sole discretion to participate in such requested Commitment Increase (each an “Increasing Lender”) shall give written notice to the Administrative Agent and on or prior to the Banks Commitment Date of the amount by which it is willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoCommitment.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle the Borrower may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000Commitments; provided that (i) no Default shall have occurred and be continuing, ; (ii) the Borrower shall have provided evidence satisfactory to the Banks that the Indebtedness to be incurred pursuant to the increase in the Commitments is permitted by the Senior Note THIRD AMENDED AND RESTATED CREDIT AGREEMENT, Page 40 Indenture to the extent such Indenture is still in effect; and (iii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of at any time exceed $375,000,000 after giving effect to any such reduction under Section 2.10increase. Each Bank, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase in its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request discretion, shall be deemded to be a decsion by such Bank that determine whether it will not increase its Commitment. If one or more of the Banks is will not be increasing its CommitmentCommitment pursuant to such request, then, with notice to the Administrative Agent and the other BanksAgent, another one or more financial institutions, each as approved by the Co-Borrowers Borrower and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number an integral multiple of New Banks shall be three (3)$5,000,000 in excess thereof. Upon receipt of notice from the Administrative Agent to the Banks and Carlisle the Borrower that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers Borrower shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increaseincrease and the Indebtedness to be incurred pursuant to the requested increase is permitted by the Senior Note Indenture to the extent such Indenture is still in effect, the Co-BorrowersBorrower, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit G hereto(the “Increased Commitment Supplement”). If all existing Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the foregoing, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may themselves, such advances to be through the Administrative Agent) in amounts sufficient so that after giving effect thereto thereto, the Committed Loans will shall be held by the Banks, Banks pro rata in accordance with according to their respective Applicable Percentages hereunderCommitments. The advances made by a Bank under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) 2.18 shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank one or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness more of the Increased Commitment Supplement)Banks who received the advances. The advances made under Commitments of the Banks who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto2.18.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle The Company may request at any time and from time to time an increase of request that the aggregate amount of Commitments under this Agreement be increased by up to $160,000,000 ("Commitment Increase Amount"). In the Commitments by an aggregate amount equal event the Company desires to any integral multiple of $5,000,000 and not less than $10,000,000; provided that increase the Commitments, the Company shall, (i) no Default shall have occurred offer to the Banks the opportunity to participate, pro rata, in all of the Commitment Increase Amount and be continuing, (ii) if the aggregate amount Banks decline to participate or participate for less than the entire Commitment Increase Amount, with the consent of the Commitments Administrative Agent in the case of banks, financial institutions or other entities which are not Banks (which shall not have been reducedbe unreasonably withheld), nor shall Carlisle have given notice of any offer the Banks which accept such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; offer and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more additional banks, financial institutions or other entities the opportunity to participate in the remaining portion of the Banks is not increasing its CommitmentCommitment Increase Amount. Any such increase shall become effective upon the execution by the Company, then, with notice the Administrative Agent and the lender providing a portion of the Commitment Increase Amount (a "New Bank") of an assumption agreement in form and substance reasonably satisfactory to the Administrative Agent and the other Banks, another one or more financial institutions, each as approved by Company pursuant to which the Co-Borrowers New Bank becomes a Bank under this Agreement and the Administrative Agent (a “New Bank”), may commit other Loan Documents with respect to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata its portion of the requested increase, on Commitment Increase Amount. This Agreement and the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) other Loan Documents shall be deemed to be a purchase of a corresponding amount amended to reflect the Commitment Increase Amount and the addition of the Committed Loans of the Bank or New Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable Banks party hereto and thereto.

Increase of Commitments. By written notice sent to (a) If no Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and all of the Administrative Agent conditions described in Section 4.02(a) and (which d) are satisfied, the Administrative Agent shall promptly distribute to the Banks), Carlisle Company may request at any time and from time to time request an increase of the aggregate Commitments by notice to the Administrative Agent in writing of the amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000such proposed increase (such notice, a “Commitment Increase Notice”); provided provided, however, that (i) no Default each such increase shall have occurred and be continuingat least $10,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.19 shall not exceed $100,000,000, (iii) the Commitment of any Lender may not be increased without such Lender’s consent, and (iv) the aggregate amount of the Lenders’ Commitments shall not have been reducedexceed $300,000,000. Following any Commitment Increase Notice, nor shall Carlisle have given notice of any such reduction under Section 2.10the Company may, (iii) in its sole discretion, but with the aggregate amount consent of the Commitments can Administrative Agent, the Issuing Lender and the Swingline Lender as to any Person that is not at such time a Lender (which consent shall not be increased pursuant unreasonably withheld or delayed), offer to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased any existing Lender or to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more additional banks or financial institutions the opportunity to participate in all or a portion of such unsubscribed portion of the Banks is not increasing its Commitmentincreased Commitments pursuant to paragraph (b) or (c) below, thenas applicable, with by notice to the Administrative Agent Agent. Promptly and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent in any event within ten (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon 10) Business Days after receipt of notice from the Company of its desire to offer such unsubscribed commitments to certain existing Lenders, to the additional banks or financial institutions identified therein or such existing Lenders, additional banks or financial institutions identified by the Administrative Agent to and approved by the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-BorrowersCompany, the Administrative Agent and shall notify such proposed lenders of the Banks willing opportunity to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) participate in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata or a portion of such unsubscribed portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoCommitments.

Increase of Commitments. By written notice sent (a) If, prior to the Administrative Agent (which the Administrative Agent shall promptly distribute and after giving effect to the Banks), Carlisle may request from time to time an any increase of the aggregate amount of in the Commitments by an aggregate amount equal pursuant to any integral multiple this Section 2.19, no Default, Event of $5,000,000 and not less than $10,000,000; provided that (i) no Default or Material Adverse Effect shall have occurred and be continuing, Borrower may at any time and from time to time, request an increase of the aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (such notice, a “Commitment Increase Notice”); provided, however, that (i) each such increase shall be at least $10,000,000, (ii) the aggregate amount of the cumulative increase in Commitments pursuant to this Section 2.19 shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10exceed $200,000,000, (iii) the aggregate amount sum of the Commitments can of all Lenders under this Agreement shall not be increased pursuant to this Section 2.18 more than three (3) times; and exceed $500,000,000, (iv) the Commitments Commitment of any Lender may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bankwithout such Lender’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall consent, which consent may be made withheld in such BankLender’s sole and absolute disrection discretion, and any failure (v) the Market Value is equal to respond to a request shall be deemded to be a decsion by or greater than four (4) times the Threshold Value (calculated at the time of, and after giving effect to, such Bank that it will not increase its Commitmentincrease). If the conditions in clauses (i) through (v) above have been satisfied, the Borrower may, in its sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to any existing Lender or to one or more of additional banks or financial institutions the Banks is not increasing its Commitment, then, with notice opportunity to the Administrative Agent and the other Banks, another one participate in all or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves increased Commitments pursuant to paragraph (which may be through c) below by notifying the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata . Promptly and in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.any event within five

Increase of Commitments. By written notice sent (a) If, prior to the Administrative Agent (which the Administrative Agent shall promptly distribute and after giving effect to the Banks), Carlisle may request from time to time an any increase of the aggregate amount of in the Commitments by an aggregate amount equal pursuant to any integral multiple this Section 2.19, no Default, Event of $5,000,000 and not less than $10,000,000; provided that (i) no Default or Material Adverse Effect shall have occurred and be continuing, Borrower may at any time and from time to time, request an increase of the aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (such notice, a “Commitment Increase Notice”); provided, however, that (i) each such increase shall be at least $10,000,000, (ii) the aggregate amount of the cumulative increase in Commitments pursuant to this Section 2.19 shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10exceed $200,000,000, (iii) the aggregate amount sum of the Commitments can of all Lenders under this Agreement shall not be increased pursuant to this Section 2.18 more than three (3) times; and exceed $500,000,000, (iv) the Commitments Commitment of any Lender may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bankwithout such Lender’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall consent, which consent may be made withheld in such BankLender’s sole and absolute disrection discretion, and any failure (v) the Market Value is equal to respond to a request shall be deemded to be a decsion by or greater than four (4) times the Threshold Value (calculated at the time of, and after giving effect to, such Bank that it will not increase its Commitmentincrease). If the conditions in clauses (i) through (v) above have been satisfied, the Borrower may, in its sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the Banks is not increasing its Commitment, then, with notice increased Commitments pursuant to paragraph (c) below by notifying the Administrative Agent Agent. Promptly and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent in any event within five (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon 5) Business Days after receipt of notice from the Borrower of its desire to offer increased Commitments to certain existing Lenders, to the additional banks or to financial institutions identified therein or such additional banks or financial institutions identified by the Administrative Agent to and approved by the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-BorrowersBorrower, the Administrative Agent and shall notify such proposed lenders of the Banks willing opportunity to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) participate in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata or a portion of such unsubscribed portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoCommitments.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the BanksLenders), Carlisle the Borrower may request from time to time an increase of the aggregate amount of the Commitments Commitments: (i) by an aggregate amount equal to any integral multiple of $5,000,000 10,000,000 and (ii) by an aggregate amount not less than to exceed $10,000,00050,000,000; provided that (iA) no Event of Default shall have occurred and be continuing, continuing and (iiB) the aggregate amount of the Commitments shall not previously have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased more than once pursuant to this Section 2.18 more than three (3) times; and (iv) 2.08(e). Upon notice to the Administrative Agent of the Borrower's election to exercise its option to increase the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it 2.08(e), the Administrative Agent shall endeavor to arrange, on a best efforts basis, and syndicate the proposed increase in the Commitments to the Lenders or other financial institutions which are acceptable to the Administrative Agent and consented to by the Borrower (with the Borrower's consent not to be unreasonably withheld). The Borrower agrees to assist the Administrative Agent in whatever reasonable manner is requested necessary to do so shall be made successfully accomplish such syndication. Each Lender, in such Bank’s its sole and absolute disrection and any failure to respond to a request discretion, shall be deemded to be a decsion by such Bank that determine whether it will not increase its Commitment. If one or more the Lenders increasing their respective Commitments are unable to increase the Commitments by the full amount of the Banks is not increasing its Commitmentrequest, then, with notice to the Administrative Agent and the other BanksLenders, another one or more financial institutions, each as approved by the Co-Borrowers Borrower and the Administrative Agent (a “"New Bank”Lender"), may commit to provide an amount equal to the aggregate amount of the requested increase that will is not to be provided by the existing Banks Lenders (the “"Increase Amount”"); provided, that the Commitment of each New Bank Lender shall be at least $5,000,000 and the maximum number of New Banks shall be three (3)10,000,000. Upon receipt of notice from the Administrative Agent to the Banks Lenders and Carlisle the Borrower that the BanksLenders, or sufficient Banks Lenders and New BanksLenders, have agreed to commit to an aggregate amount equal to the Increase Amount requested increase (or such lesser amount as the Co-Borrowers Borrower shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 10,000,000 in excess thereof), then: provided that no Event of Default exists at such time or after giving effect to the requested increase, the Co-BorrowersBorrower, the Administrative Agent and the Banks Lenders willing to increase their respective Commitments and the New Banks Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit G hereto. E. If all existing Banks Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the foregoing, on the effective date of the Increased Commitment Supplement Supplement, the Banks Lenders shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans (which are not Swingline Loans) will be held by the BanksLenders, pro rata in accordance with their respective the Applicable Percentages Percentage hereunder. The Notwithstanding the provisions of Section 9.04, the advances so made under this Section by each Bank Lender whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank Lender or Banks Lenders whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness have decreased. The Commitments of the Increased Commitment Supplement). The advances made under Lenders who do not agree to increase their Commitments cannot be reduced or otherwise changed pursuant to this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto2.08(e).

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the BanksLenders), Carlisle the Borrower may request from time to time an increase of the aggregate amount of the Commitments (i) by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,00010,000,000 and (ii) to an aggregate amount not to exceed $150,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle the Borrower have given notice of any such reduction under Section 2.102.09, and (iii) the aggregate amount of the Commitments can shall not be previously have been increased pursuant to this Section 2.18 2.20 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank Lender shall have any obligation to increase its Commitment. A BankLender’s decision whether to increase its Commitment under this Section 2.18 2.20 if it is requested to do so shall be made in such BankLender’s sole and absolute disrection discretion and any failure to respond to a request shall be deemded to be deemed a decsion decision by such Bank Lender that it will not increase its Commitment. If one or more of the Banks Lenders is not increasing its Commitment, then, with notice to the Administrative Agent and the other BanksLenders, another one or more financial institutions, each as approved by the Co-Borrowers Borrower and the Administrative Agent (a “New BankLender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks Lenders (the “Increase Amount”); provided, that the Commitment of each New Bank Lender shall be at least $5,000,000 and the maximum number of New Banks Lenders after the Effective Date shall be three ten (310). Upon receipt of notice from the Administrative Agent to the Banks Lenders and Carlisle the Borrower that the BanksLenders, or sufficient Banks lenders and New Banks, Lenders have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers Borrower shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-BorrowersBorrower, the Administrative Agent Agent, and the Banks Lenders willing to increase their respective Commitments and the New Banks Lenders (if any) shall execute and deliver an Increased “Increase Commitment Supplement Supplement” (herein so called) in the form attached hereto as Exhibit G “B” hereto. If all existing Banks Lenders shall not have provided their pro rata portion of the requested increase, on the effective date of the Increased Increase Commitment Supplement the Banks Borrower shall make advances among themselves (request a borrowing hereunder which may shall be through made only by the Administrative Agent) Lenders who have increased their Commitment and, if applicable, the New Lenders. The proceeds of such borrowing shall be utilized by the Borrower to repay the Lenders who did not agree to increase their Commitments, such borrowing and repayment to be an amounts sufficient so that after giving effect thereto thereto, the Committed Loans will shall be held by the Banks, Lenders pro rata in accordance with according to their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoCommitments.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks)a) At any time, Carlisle may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Event of Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant Company may request from time to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If time one or more increases of the Banks is not increasing its Commitment, then, with Aggregate Commitment by notice to the Administrative Agent and in writing of the other Banksamount of each such proposed increase (each such notice, another one or more financial institutions, a "Commitment Increase Notice"). Any such Commitment Increase Notice must offer each as approved by Lender the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit opportunity to provide an amount equal to the aggregate amount subscribe for its pro rata share of the requested increase that will not be provided in the Aggregate Commitment, and the Agent shall promptly provide to each Lender a copy of any Commitment Increase Notice received by the existing Banks (Agent. Within 10 days after receipt by the “Agent of the applicable Commitment Increase Amount”); providedNotice, that each Lender wishing to subscribe for its pro rata share of the requested increase in the Aggregate Commitment must deliver written notice of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent such fact to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G heretoAgent. If all existing Banks shall not have provided their pro rata any portion of the requested increaseincrease in the Aggregate Commitment is not subscribed for by the Lenders within such 10-day period, on the effective date Company may, in its sole discretion, but with the consent of the Increased Commitment Supplement the Banks shall make advances among themselves Agent as to any Person that is not at such time a Lender (which may consent shall not be through unreasonably withheld or delayed so long as such Person is an Eligible Assignee), offer to any existing Lender or to one or more additional banks or financial institutions the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata opportunity to participate in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new all or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness a portion of such unsubscribed portion of the Increased requested increase in the Aggregate Commitment Supplementpursuant to Section 2.16 (b) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (c) below, as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.applicable;

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks), Carlisle may request from time to time an increase a) If no Default or Event of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the Borrower may at any time and from time to time request an increase of the aggregate amount of the Revolving Loan Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Commitments can not be increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and in writing of the other Banksamount of such proposed increase (such notice, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Commitment Increase AmountNotice”); provided, however, that the Commitment of (i) each New Bank such increase shall be at least $5,000,000 and 25,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.19 shall not exceed $100,000,000 (so that the maximum number amount of New Banks the revised Revolving Loan Commitments shall not be three greater than $250,000,000) and (3)iii) the Revolving Loan Commitment of any Lender may not be increased without such Lender’s consent. Upon receipt of notice from the The Administrative Agent shall communicate such Commitment Increase Notice to the Banks and Carlisle Lenders as directed by the Borrower. Any Lender that accepts an offer to it by the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing Borrower to increase their respective Commitments its Revolving Loan Commitment pursuant to this Section 2.19 shall, in each case, execute a Commitment Increase Agreement with the Borrower and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will , whereupon such Lender shall be held bound by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior and entitled to the effectiveness benefits of this Agreement with respect to the Increased full amount of its Revolving Loan Commitment Supplement) as so increased, and the definition of Revolving Loan Commitment in Section 1.01 hereof shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared amended to reflect such increase. No Lender shall have any obligation whatsoever to agree to increase its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoRevolving Loan Commitment.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Banks)a) If no Default, Carlisle may request from time to time an increase Event of the aggregate amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000; provided that (i) no Default or Material Adverse Effect shall have occurred and be continuing, the Borrower may at any time and from time to time request an increase of the aggregate Commitments by notice to the Agent in writing, in a form reasonably satisfactory to the Agent, of the amount of such proposed increase (such notice, a “Commitment Increase Notice”); provided, however, that (i) each such increase shall be at least $5,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.16 shall not exceed $75,000,000, (iii) the Commitment of any Bank may not be increased without such Bank’s consent, and (iv) the aggregate amount of the Banks’ Commitments shall not have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) exceed $225,000,000 without the aggregate amount approval of the Commitments can not be Majority Banks. Any such Commitment Increase Notice must offer each Bank the opportunity to subscribe for its pro rata share of the increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If any portion of the increased Commitment is not subscribed for by such Banks, the Borrower may, in its sole discretion, but with the consent of the Agent as to any Person that is not at such time a Bank (which consent shall not be unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata unsubscribed portion of the requested increaseincreased Commitments pursuant to paragraph (b) or (c) below, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoapplicable.

Increase of Commitments. By written notice sent to (a) If no Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and all of the Administrative Agent conditions described in Section 4.02(a) and (which d) are satisfied, the Administrative Agent shall promptly distribute to the Banks), Carlisle Company may request at any time and from time to time request an increase of the aggregate Commitments by notice to the Administrative Agent in writing of the amount of the Commitments by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000such proposed increase (such notice, a “Commitment Increase Notice”); provided provided, however, that (i) no Default each such increase shall have occurred and be continuingat least $10,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.18 shall not exceed $100,000,000, (iii) the Commitment of any Lender may not be increased without such Lender’s consent, and (iv) the aggregate amount of the Lenders’ Commitments shall not have been reduced, nor shall Carlisle have given notice of any exceed $200,000,000. Any such reduction under Section 2.10, (iii) Commitment Increase Notice must offer each Lender the aggregate amount opportunity to subscribe for its pro rata share of the increased Commitments. If any portion of the increased Commitments can is not subscribed for by such Lenders, the Company may, in its sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be increased pursuant unreasonably withheld or delayed), offer to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased any existing Lender or to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment. If one or more additional banks or financial institutions the opportunity to participate in all or a portion of the Banks is not increasing its Commitment, then, with notice to the Administrative Agent and the other Banks, another one or more financial institutions, each as approved by the Co-Borrowers and the Administrative Agent (a “New Bank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”); provided, that the Commitment of each New Bank shall be at least $5,000,000 and the maximum number of New Banks shall be three (3). Upon receipt of notice from the Administrative Agent to the Banks and Carlisle that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata unsubscribed portion of the requested increaseincreased Commitments pursuant to paragraph (b) or (c) below, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable theretoapplicable.

Increase of Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the BanksLenders), Carlisle the Borrower may request from time to time an increase of the aggregate amount of the Commitments by an aggregate amount determined as follows (the "Increase Amount"): (i) an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,00010,000,000 and (ii) an aggregate amount not to exceed $20,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall Carlisle the Borrower have given notice of any such reduction under Section 2.102.09, and (iii) the aggregate amount of the Commitments can shall not be previously have been increased pursuant to this Section 2.18 more than three (3) times; and (iv) the Commitments may not be increased to an aggregate amount that exceeds $500,000,000. No Bank shall have any obligation to increase its Commitment. A Bank’s decision whether to increase its Commitment under this Section 2.18 if it is requested to do so shall be made in such Bank’s sole and absolute disrection and any failure to respond to a request shall be deemded to be a decsion by such Bank that it will not increase its Commitment2.19. If one or more of the Banks Lenders is not increasing willing to increase its CommitmentCommitment (no Lender having any obligation to do so), then, with notice to the Administrative Agent and the other Banks, then another one or more financial institutions, each as approved by the Co-Borrowers Borrower and the Administrative Agent (a “"New Bank”Lender"), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Banks (the “Increase Amount”)Lenders; provided, that (i) the Commitment of each New Bank Lender shall be at least $5,000,000 and 5,000,000; (ii) the maximum number of New Banks Lenders shall be three (3). Upon receipt of notice from the Administrative Agent ; and (iii) prior to the Banks increase in the Commitments hereunder in accordance with this Section 2.19, each of JPMorgan Chase Bank and Carlisle that Wachovia Bank, N.A. shall have the Banks, option to assign to such New Lender or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Co-Borrowers shall agree, which shall be Lenders at least $10,000,000 and an integral multiple 5,000,000 of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Co-Borrowers, the Administrative Agent and the Banks willing to increase their respective Commitments and the New Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached as Exhibit G hereto. If all existing Banks shall not have provided their pro rata portion of the requested increase, on the effective date of the Increased Commitment Supplement the Banks shall make advances among themselves (which may be through the Administrative Agent) so that after giving effect thereto the Committed Loans will be held by the Banks, pro rata in accordance with their respective Applicable Percentages hereunder. The advances made under this Section by each Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Committed Loans of the Bank or Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The advances made under this Section shall be Base Rate Borrowings made under each Bank’s Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.in