Common use of Increase of Commitments Clause in Contracts

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.

Increase of Commitments. (a) If The Company and any one or more Banks (including New Banks) may, at any time when no Default or Event of Default shall have has occurred and be continuing is continuing, agree that such Banks shall make, obtain or increase the amount of their Commitments by executing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior delivering to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of an Increased Commitment Notice specifying (i) the amount of such proposed increase and (each such notice, a “ii) the applicable Increased Commitment Increase Notice”); provided, however, thatClosing Date. Notwithstanding the foregoing, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent Required Banks, the aggregate amount of increased Commitments obtained after the Closing Date pursuant to this paragraph shall not exceed $250,000,000 and (ii) without the consent of the Agent, (x) each increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000 and (y) no more than four Increased Commitment Closing Dates may be selected by the Company after the Closing Date. No Bank shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (b) Any additional bank, financial institution or other entity which, with the consent of the Company, the Agent, the Swingline Lender and the Issuing Bank (which consent shall not be unreasonably withheld or delayed), elects to become a “Bank” under this Agreement in connection with any transaction described in Section 2.23(a) shall execute a New Bank Supplement (v) that portion of the Revolving Commitments representing an increase each, a “New Bank Supplement”), substantially in the Revolving form of Exhibit J-1, whereupon such bank, financial institution or other entity (a “New Bank”) shall become a Bank for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (c) Initial Loans made under any such increased Commitments shall be made pursuant to funding procedures then agreed to by the Company and the Agent (including as to the initial interest applicable to such Loans), and payments of principal, interest and fees under this Section 2.22 Agreement shall only be available for made by the issuance Company to give effect to such procedures and the timing of such increased Commitments. On each Increased Commitment Closing Date, participating interests in Letters of Credit hereunder (for purposes and Swingline Loans shall be adjusted as directed by the Agent to reflect the then respective Commitment Percentages of determining compliance with this clause (v) the Banks. Payments to the Banks in respect of the Loans and Letters of Credit shall will be deemed made to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving give effect to such increase), and (vi) the aggregate amount of such increases during the term of allocations or reallocations described in this Agreement shall not exceed $25,000,000Section.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,750,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.17.

Increase of Commitments. (a) If Subject to the conditions set forth in Section 2.16(c), the Borrower may, from time to time (including in connection with any redetermination of the Borrowing Base), increase the existing Total Revolving Commitment then in effect (any such increase a “Revolving Incremental Increase”) by increasing the Revolving Commitment of a Lender (an “Increasing Revolving Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Revolving Lender”). (b) Subject to the conditions set forth in Section 2.16(c), the Borrower may, from time to time increase the existing Total Term Loan Commitment then in effect (any such increase a “Term Loan Incremental Increase”) by increasing the Term Loan Commitment of a Lender (an “Increasing Term Loan Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Term Loan Lender”). (c) Any Incremental Increase shall be subject to the following additional conditions: (i) no Default or Incremental Increase shall be less than $25,000,000 (and increments of $1,000,000 above that minimum) unless the Administrative Agent otherwise consents, and no Incremental Increase shall be permitted if after the funding thereof the Total Commitment would exceed the Maximum Aggregate Amount; (ii) no Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected after giving effect to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, an Incremental Increase; (iii) any increase in either the Canadian Revolving no Lender’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of such Lender; (iv) the Administrative Agent (which Agent, the Swingline Lenders and the Letter of Credit Issuer must consent shall to any Revolving Incremental Increase and the addition of any Additional Revolving Lender, in each case, such consent not to be unreasonably withheld or delayed) ; (v) that portion the maturity date of any Incremental Increase shall be the same as the Maturity Date; and (vi) any Incremental Increase shall be on the exact same terms and pursuant to the exact same documentation (including, without limitation, the Applicable Margin) applicable to this Agreement (other than with respect to any arrangement, structuring, upfront or other fees or discounts payable in connection with such Incremental Increase). (d) Each Increasing Lender or Additional Lender shall execute and deliver to the Borrower, the Administrative Agent, and in the case of a Revolving Incremental Increase, the Swingline Lender and the Letter of Credit Issuer customary documentation (any such documentation, an “Incremental Agreement”) implementing any Incremental Increase. Upon receipt by the Administrative Agent of one or more executed Incremental Agreements increasing the Commitments representing an of Lenders and/or adding Commitments from Additional Lenders as provided in this Section 2.16, (i) the Total Revolving Commitment or the Total Term Loan Commitment, as the case may be, shall be increased automatically on the effective date set forth in such Incremental Agreements by the aggregate amount indicated in such Incremental Agreements without further action by the Borrower, the Administrative Agent, the Swingline Lender and the Letter of Credit Issuer or any Lender, (ii) Schedule 1.1(a) or Schedule 1.1(b), as applicable, and the Register shall each be amended to add such Additional Lender’s Commitment or to reflect the increase in the Commitment of an Increasing Lender, and the Revolving Commitments made pursuant Commitment Percentages or Term Loan Commitment Percentages, as applicable, of the Lenders shall be adjusted accordingly to this Section 2.22 reflect the Incremental Increase of each Additional Lender and/or each Increasing Lender, (iii) the Administrative Agent shall only be available for distribute to the issuance of Letters Borrower, the Administrative Agent, the Swingline Lender, the Letter of Credit hereunder Issuer and each Lender the revised Schedule 1.1(a) or Schedule 1.1(b), as applicable, (for purposes of determining compliance with this clause (viv) Letters of Credit any such Additional Lender shall be deemed to be a party in all respects to this Agreement and any other Credit Documents to which the last credit extended under Lenders are a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause party, and (v) unless upon the principal amount of Revolving Loans and Protective Advances outstanding effective date set forth in such Incremental Agreement, any such Lender party to such Borrower exceed the amount Incremental Agreement shall purchase a pro rata portion of the aggregate outstanding Loans (including, in the case of a Revolving Commitments to Incremental Increase, participations in L/C Obligations or Swingline Loans) of each of the current Lenders such Borrower before giving effect to such increasethat each Lender (including any Additional Lender, if applicable) shall hold its respective Revolving Commitment Percentage or Term Loan Commitment Percentage, as applicable, of the outstanding Loans (and, in the case of a Revolving Incremental Increase, participation interests in participations in L/C Obligations or Swingline Loans) as reflected in the revised Schedule 1.1(a) or Schedule 1.1(b), and (vi) the aggregate amount of such increases during the term of as applicable, required by this Agreement shall not exceed $25,000,000Section 2.16.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and/or the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrowers shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $3,000,000,000. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought in the Tranche A Commitment Amount and/or the Tranche B Commitment Amount and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Tranche A Commitment and/or a Tranche B Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Tranche A Commitment Amount and/or their Tranche B Commitment Amount and Prospective Banks wishing to extend new Tranche A Commitments and/or Tranche B Commitments notify the Administrative Agent within 14 days of the date of the Borrowers’ request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Tranche A Commitment Amount and/or Tranche B Commitment Amount, (ii) if any Tranche A Loans are outstanding under this Agreement, such Tranche A Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Tranche A Commitment Percentage of such Tranche A Loans, for further distribution to the other Tranche A Banks according to their Tranche A Commitment Percentages and (iii) if any Tranche B Loans are outstanding under this Agreement, such Tranche B Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Tranche B Commitment Percentage of such Tranche B Loans, for further distribution to the other Tranche B Banks according to their Tranche B Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Tranche A Commitment Amount and/or Tranche B Commitment Amount shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrowers and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement substantially in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded an Applicable Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Tranche A Commitment amount and/or Tranche B Commitment Amount of the additional Bank as provided in the Accession Agreement; (iii) if any Tranche A Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Tranche A Commitment Percentage of such Tranche A Loans, for further distribution to the Tranche A Banks according to their Tranche A Commitment Percentages; and (iv) if any Tranche B Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Tranche B Commitment Percentage of such Tranche B Loans, for further distribution to the Tranche B Banks according to their Tranche B Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing each Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Tranche A Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Amount and/or Tranche B Commitment Amount and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.17.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Closing Date to increase the aggregate Commitments hereunder 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 three Business Days’ (or such lesser period as the Administrative Agent may reasonably agree) prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5,000,000 and in increments of $1,000,000 thereafter, and the requested date of increase (the “Requested Increase Date”). The Borrower may, but shall not be obligated to, offer to any Lender the right to provide all or any portion of the Requested Increase Amount. No Lender shall have any obligation whatsoever to offer to increase its Commitment by an amount specified by the Borrower or otherwise nor shall the Borrower be obligated to accept any offer by an existing Lender to provide all or any portion of the Requested Increase Amount. Any Lender that so offers to increase its Commitment, which increase is accepted by the Borrower, is herein called an “Increasing Lender”. (ii) If the aggregate amount of the increases offered and accepted pursuant to clause (i) above, if any, is less than the Requested Increase Amount, the Borrower may, through the Administrative Agent, offer the balance of the Requested Increase Amount to one or more Eligible Assignees; provided that the Commitment to be acquired hereunder by any such Eligible Assignee shall not be less than $1,000,000. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) Schedule I shall be deemed amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by the amount agreed by such Increasing Lender and the Borrower, and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in the amount determined pursuant to clause (ii) above, and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are borrowings of Committed Loans outstanding hereunder, appropriate adjustments shall be made (by the making of borrowings of Committed Loans by the Increasing Lenders and the Additional Lenders and/or the prepayment of outstanding borrowings of Committed Loans) as necessary to cause the outstanding borrowings of Committed Loans to be held ratably by all Lenders. (b) Anything in this Section 4.4 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section shall be effective unless: (i) on the relevant Requested Increase Date and after giving effect to such increase, (x) no Unmatured Event of Default under Section 10.1.1 or 10.1.3 or Event of Default shall have occurred and be continuing and no event(y) the representations and warranties contained in Section 7 (other than those contained in Section 7.5) shall be true and correct in all material respects as of the Requested Increase Date and after giving effect thereto, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since with the Effective same effect as though made on the Requested Increase Date, the Borrowers may at any time from time to time prior except to the Maturity Date request one or more increases of the US Revolving Commitmentsextent such representations and warranties expressly relate to an earlier date, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount which case such representations and warranties shall have been true and correct in all material respects as of such proposed increase (each such notice, a “Commitment Increase Notice”)earlier date; provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, and (ii) after giving effect to any such increase the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0004,500,000,000.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Closing Date to increase the aggregate Commitments hereunder 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 10 Business Days’ (or such lesser period as the Administrative Agent may reasonably agree) prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5,000,000 and in increments of $1,000,000 thereafter, and the requested date of increase (the “Requested Increase Date”). The Borrower may, but shall not be obligated to, offer to any Lender the right to provide all or any portion of the Requested Increase Amount. No Lender shall have any obligation whatsoever to offer to increase its Commitment by an amount specified by the Borrower or otherwise. Any Lender that so offers to increase its Commitment, which increase is accepted by the Borrower, is herein called an “Increasing Lender”. (ii) If the aggregate amount of the increases offered and accepted pursuant to clause (i) above, if any, is less than the Requested Increase Amount, the Borrower may, through the Administrative Agent, offer the balance of the Requested Increase Amount to one or more Eligible Assignees; provided that the Commitment to be acquired hereunder by any such Eligible Assignee shall not be less than $1,000,000. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) Schedule I shall be deemed amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by the amount agreed by such Increasing Lender and the Borrower, and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in the amount determined pursuant to clause (ii) above, and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are borrowings of Committed Loans outstanding hereunder, appropriate adjustments shall be made (by the making of borrowings of Committed Loans by the Increasing Lenders and the Additional Lenders and/or the prepayment of outstanding borrowings of Committed Loans) as necessary to cause the outstanding borrowings of Committed Loans to be held ratably by all Lenders. (b) Anything in this Section 4.4 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section shall be effective unless: (i) on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default under Section 10.1.1 or 10.1.3 or Event of Default shall have occurred and be continuing and no event(y) the representations and warranties contained in Section 7 (other than those contained in Section 7.5) shall be true and correct in all material respects as of the Requested Increase Date and after giving effect thereto, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since with the Effective same effect as though made on the Requested Increase Date, the Borrowers may at any time from time to time prior except to the Maturity Date request one or more increases of the US Revolving Commitmentsextent such representations and warranties expressly relate to an earlier date, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount which case such representations and warranties shall have been true and correct in all material respects as of such proposed increase (each such notice, a “Commitment Increase Notice”)earlier date; provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, and (ii) after giving effect to any such increase the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0004,000,000,000.

Increase of Commitments. (a) If Provided there exists no Default or Event of Default shall have occurred and be continuing and no eventDefault, change or condition has occurred that has hadthe Borrower may, or could reasonably be expected to have, a Material Adverse Effect, since during the period beginning on the Effective Date, Date to and including the Borrowers may at any time from time to time date that is six months prior to the Maturity Date request one or more increases of the US Revolving CommitmentsTermination Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender, cause the Commitments to be extended by the Increasing Lenders (or cause the Commitments of the Increasing Lenders to be increased, as the case may be) in an amount of such proposed increase (for each Increasing Lender set forth in such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each extension of new Commitments or increase in existing Commitments pursuant to this paragraph shall result in the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be aggregate Commitments being increased without such Revolving Lender’s consentby no less than $25,000,000, (ii) no extension of new Commitments or increase in existing Commitments pursuant to this paragraph may result in the aggregate amount of the Commitments as so increased shall not exceed exceeding $175,000,000500,000,000, (iii) each Increasing Lender, if not already a Lender hereunder (any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmentsuch Increasing Lender, each as herein provideda “New Lender”), shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayedwithheld), (iv) each New Lender shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed New Lender Agreement and (v) that portion of an in no event shall any existing Lender be required to increase its Commitment. New Commitments and increases in Commitments shall become effective on the Revolving Commitments representing an increase date specified in the Revolving Commitments made applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any New Lender Agreement to which any New Lender is a party, (i) such New Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded a Lender hereunder and subject to all obligations of a Lender hereunder and (ii) Schedule 2.01 shall be deemed to have been amended to reflect the Commitment of such New Lender as provided in such New Lender Agreement. Upon the effectiveness of any increase pursuant to this Section 2.22 shall only be available for 2.19 in the issuance Commitment of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit a Lender already a party hereto, Schedule 2.01 shall be deemed to be have been amended to reflect the last credit extended increased Commitment of such Lender. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) shall become effective under this Section 2.19 unless, on the date of such increase, the Administrative Agent shall have received a Revolving Commitment - it being intended certificate, dated as of the effective date of such increase and executed by a Financial Officer, to the effect that no Borrower the conditions set forth in paragraphs (a), (b) and (d) of Section 4.02 shall be satisfied (with all references in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding such paragraphs to a Borrowing being deemed to be references to such Borrower exceed the amount increase and attaching resolutions of the aggregate Revolving Commitments to such Borrower before giving effect to approving such increase). Following any extension of a new Commitment or increase of a Lender’s Commitment pursuant to this paragraph, any Loans outstanding prior to the effectiveness of such increase or extension shall continue to be outstanding until the ends of the respective Interests Periods applicable thereto, and (vishall then be repaid and, if the Borrower shall so elect, refinanced with new Loans made pursuant to Section 2.01(a) ratably in accordance with the aggregate amount of Commitments in effect following such increases during the term of this Agreement shall not exceed $25,000,000extension or increase.

Increase of Commitments. (a) If At any time after the Effective Date, provided that no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers Borrower may at any time from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount (the "OFFERED INCREASE AMOUNT") of such proposed increase (each such notice, a “"COMMITMENT INCREASE NOTICE"). Any such Commitment Increase Notice”); provided, however, that, (i) none Notice must offer each Lender the opportunity to subscribe for its pro rata share of the US Revolving Commitmentincreased Commitments. If any portion of the increased Commitments is not subscribed for by the Lenders, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentBorrower may, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000in its sole discretion, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without 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 withheld), offer to any existing Lender or delayed) (v) that to one or more additional banks or financial institutions the opportunity to participate in all or a portion of such unsubscribed portion of the Revolving increased Commitments representing an increase pursuant to paragraph (b) or (c) below, as applicable. (b) Any additional bank or financial institution that the Borrower selects to offer participation in the Revolving Commitments made pursuant increased Commitments, and that elects to become a party to this Section 2.22 Agreement and obtain a Commitment, shall only execute a New Lender Agreement with the Borrower and the Administrative Agent, substantially in the form of Exhibit E (a "NEW LENDER AGREEMENT"), whereupon such bank or financial institution (a "NEW LENDER") shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be available for bound by and entitled to the issuance benefits of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Agreement, and the signature pages and Schedule III hereof shall be deemed to be amended to add the last credit extended under a Revolving name and Commitment - it being intended of such New Lender, provided that no Borrower the Commitment of any such New Lender shall be in violation an amount not less than $10,000,000. (c) Any Lender that accepts an offer to it by the Borrower to increase its Commitment pursuant to this Section 2.20 shall, in each case, execute a Commitment Increase Agreement with the Borrower and the Administrative Agent, substantially in the form of Exhibit F (a "COMMITMENT INCREASE AGREEMENT"), whereupon such Lender shall be bound by and entitled to the benefits of this clause Agreement with respect to the full amount of its Commitment as so increased, and Schedule III hereof shall be deemed to be amended to so increase the Commitment of such Lender. (vd) unless The effectiveness of any New Lender Agreement or Commitment Increase Agreement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Administrative Agent shall reasonably request with respect thereto, in each case, in form and substance satisfactory to the Administrative Agent. (e) If any bank or financial institution becomes a New Lender pursuant to Section 2.20(b) or any Lender's Commitment is increased pursuant to Section 2.20(c), additional A Advances made on or after the effectiveness thereof (the "RE-ALLOCATION DATE") shall be made pro rata based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans A Advances in excess of its Commitment, in which case such excess amount will be allocated to, and Protective Advances outstanding to made by, such Borrower exceed the amount of the aggregate Revolving New Lender and/or Lenders with such increased Commitments to such Borrower before giving effect to such increasethe extent of, and pro rata based on, their respective Commitments), and continuations of Eurodollar Rate Advances outstanding on such Re-Allocation Date shall be effected by repayment of such Eurodollar Rate Advances on the last day of the Interest Period applicable thereto and the making of new Eurodollar Rate Advances pro rata based on such new Commitment Percentages. In the event that on any such Re-Allocation Date there is an unpaid principal amount of Base Rate Advances, the Borrower shall make prepayments thereof and borrowings of Base Rate Advances so that, after giving effect thereto, the Base Rate Advances outstanding are held pro rata based on such new Commitment Percentages. In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Rate Advances, such Eurodollar Rate Advances shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (viunless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Rate Advances will be paid thereon to the respective Lenders holding such Eurodollar Rate Advances pro rata based on the respective principal amounts thereof outstanding. (f) Notwithstanding anything to the contrary in this Section 2.20, (i) no increase pursuant to this Section 2.20 shall be effective without the consent of the Required Lenders, (ii) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and (iii) the aggregate amount of such increases during by which the term of Commitments hereunder are increased pursuant to this Agreement Section 2.20 shall not exceed $25,000,000120,000,000. (g) The Borrower shall execute and deliver a Note to each new bank or other financial institution becoming a Lender that requests one.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time and from time to time, but not more than five (5) times during the term of this Agreement, the Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at no time prior to the Maturity Date exceed $1,250,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $50,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be reasonably acceptable to the Administrative Agent. The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such corresponding increase date or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall not have occurred and then be deemed to be an additional increase)continuing which constitutes a Default or Event of Default, (ivB) the Commitments Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may not be increased without required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. The Administrative Agent shall, with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of Company, reallocate the Revolving Commitments representing an Credit Exposures on the effective date of such increase in ratably among the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Lenders (for purposes of determining compliance with this clause (vincluding new Lenders) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If no Default The Borrower may, at any time on or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, after a Material Adverse Effect, since the Section 2.19 Effective Date, the Borrowers may at but in any time from time to time prior to the Maturity Date event not more than two times during any calendar year, make a written request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice (an “Increase Request”) to the Administrative Agent (who shall forward a copy to each Lender) that the Revolving Credit Commitments of the Lenders be increased in writing (i) an aggregate amount for each Increase Request of not less than $25,000,000 and integral multiples of $1,000,000 in excess thereof (such amount being the “Requested RCC Increase”) and (ii) an aggregate amount for such Increase Request, together with the aggregate amount by which the Revolving Credit Commitments of the Lenders were previously increased pursuant to this Section 2.19, if any, not to exceed $500,000,000. Such Increase Request shall include a certification by a Senior Financial Officer of the Borrower that no Default has occurred and is continuing and all representations and warranties contained herein are true and correct in all material respects on and as of the date of the Increase Request (it being understood and agreed that any representation or warranty which expressly refers by its terms to a specified date shall be required to be true and correct in all material respects only as of such date). Any such increase in Revolving Credit Commitments shall be effective as of a date (the “Increase Date”) specified in the related Increase Request that is (I) prior to the Termination Date and (II) at least fifteen (15) Business Days after the date of such Increase Request. Each Increase Request shall specify the date by which Lenders who wish to increase their Revolving Credit Commitments must consent to such increase, which date (the “Commitment Date”) shall be no later than five (5) Business Days prior to the related Increase Date. Each Lender that is willing to increase its Revolving Credit Commitment (each such Lender, an “Increasing Lender”) shall notify the Administrative Agent on or prior to the Commitment Date of the amount of such proposed by which it is willing to increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US its Revolving Credit Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate which amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase amount specified in the US Revolving relevant Increase Request. Any Lender that does not notify the Administrative Agent by the Commitment (such corresponding increase Date shall not be deemed to have elected not to increase its Commitment. No Lender shall be an additional increase), (iv) obligated to increase its Revolving Credit Commitment pursuant to this Section 2.19 and any such increase shall be in the Commitments may not sole discretion of each Lender and shall be increased without subject to the consent of the Administrative Agent (which and the Issuing Banks, such consent shall not to be unreasonably withheld or delayed) (v) . If the Increasing Lenders notify the Administrative Agent that portion of they are willing to increase the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of their respective Revolving Loans and Protective Advances outstanding to such Borrower exceed Credit Commitments by an aggregate amount that exceeds the amount of the aggregate requested increase, the requested increase shall be allocated among the Increasing Lenders ratably in accordance with the amount by which they offered to increase their respective Revolving Credit Commitments on or prior to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitment Date.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Effective 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 ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5 million and shall not exceed the Maximum Incremental Facilities Amount, the requested date of increase (the “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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $1 million in excess thereof (or equal to the total remaining capacity under the Maximum Incremental Facilities Amount). Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Requested Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and immediately after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; provided that to the extent the proceeds of any Requested Increase Amount are intended to be applied to finance a Limited Condition Transaction, change if agreed to by the Increasing Lenders or condition has occurred the Additional Lenders providing such Requested Increase Amount, (x) the only representations and warranties that has hadwill be required to be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or could reasonably be expected to have, a Material Adverse Effect, in all respects) as of the applicable closing date for such Requested Increase Amount shall be (A) the Specified Representations, and (B) in the case of an acquisition, such of the representations and warranties made by or on behalf of the applicable acquired company or business in the applicable acquisition agreement as are material to the interests of the Increasing Lenders or the Additional Lenders, but only to the extent that Holdings or the applicable Subsidiary has the right to terminate its obligations under such acquisition agreement or not consummate such acquisition as a result of a breach of such representations or warranties in such acquisition agreement, and (y) the only condition with respect to absence of a Default or Event of Default shall be the absence of a Default or Event of Default at the time such acquisition agreement or other applicable definitive documentation or announcement document is entered into or publicly disclosed; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the applicable Loan Documents; (iii) subject to Section 1.08, after giving effect to such Commitment Increases, the aggregate principal amount of all such Commitment Increases incurred or issued since the Effective Date, together with any Incremental Term Loan Facilities incurred or issued since the Borrowers may at Effective Date, shall not exceed the then Maximum Incremental Facilities Amount; (iv) subject to Section 1.08, after giving effect to any time from time such Commitment Increase, the Loan Parties shall be in pro forma compliance with the Financial Covenant for the most recently ended Reference Period for which financial statements have been (or were required to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice be) delivered to the Administrative Agent in writing of and the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Borrower shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed have delivered to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) reasonably detailed calculations demonstrating such compliance; and (v) that portion except as otherwise specifically set forth herein or as may otherwise be agreed by the Administrative Agent, all of the Revolving Commitments representing an increase in other terms and conditions applicable to such Commitment Increase shall be identical to the terms and conditions applicable to the Revolving Commitments made pursuant Credit Loans (other than with respect to this Section 2.22 shall only any upfront fees, which may be available for as agreed by the issuance Borrower and the Lenders providing such Commitment Increase). For the avoidance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit doubt, any loans under any Commitment Increase shall be deemed treated ratably in terms of right to be payment and prepayment with loans under the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless Credit Loans and/or Commitments outstanding prior to the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount effectiveness of such increases during the term of this Agreement shall not exceed $25,000,000Commitment Increase.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior to after the Maturity Date request one or more increases of the US Revolving CommitmentsRestatement Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0002,000,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein provided, shall require if not already a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Lender hereunder, (ivA) shall be subject to the Commitments may not be increased without the consent approval of the Administrative Agent and each Issuing Bank (which consent approval shall not be unreasonably withheld or delayed), (B) shall complete an Administrative Questionnaire and (vC) that portion of shall become a party hereto by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving Commitments made applicable notices delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (x) such Increasing Lender shall only thereafter be available for deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and shall be subject to all obligations of, a Lender hereunder and (y) Schedule 2.01 shall be deemed to have been amended to reflect the issuance Commitments of Letters such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of Credit hereunder any Commitment Increase with respect to a Lender already a party hereto, Schedule 2.01 shall be deemed to have been amended to reflect the increased Commitment of such Lender. For the avoidance of doubt, no Lender may be made an Increasing Lender without its consent. (for purposes b) On the Increase Effective Date, which shall not be less than 30 days prior to the Maturity Date, (i) the aggregate principal amount of determining compliance with this clause the Loans outstanding immediately prior to giving effect to the applicable Commitment Increase on the Increase Effective Date (vthe “Initial Loans”) Letters of Credit shall be deemed to be repaid, (ii) after the last credit extended under a Revolving effectiveness of the Commitment - it being intended that no Increase, the Borrower shall be deemed to have made new Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless an aggregate principal amount equal to the aggregate principal amount of Revolving the Initial Loans and Protective Advances outstanding of the Types, in the currencies and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03, (iii) each Lender shall pay to the Administrative Agent in same day funds and in the applicable currencies of the relevant Borrowings an amount equal to the difference, if positive, between (A) such Borrower exceed Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the Subsequent Borrowings and (B) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans and (B) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the amount of the aggregate Revolving Commitments Subsequent Borrowings, (v) each Increasing Lender and each other Lender shall be deemed to such Borrower before hold its Applicable Percentage of each Subsequent Borrowing (each calculated after giving effect to such increase), the Commitment Increase) and (vi) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on the Initial Loans. The deemed payments made pursuant to clause (i) above in respect of each Eurocurrency Loan shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.15 if the Increase Effective Date occurs other than on the last day of the Interest Period relating thereto and breakage costs result. Notwithstanding the foregoing, the Administrative Agent may, in its discretion, implement other procedures (such as non-pro rata Borrowings while current Interest Periods are in effect) in order to minimize or eliminate LIBOR breakage costs in connection with any such increase. (c) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) shall become effective under this Section unless, on the date of such increases during increase, the term conditions set forth in paragraphs (a) and (b) of this Agreement Section 4.02 shall be satisfied (with all references in such paragraphs to a Borrowing being deemed to be references to such increase) and the Administrative Agent shall have received, not exceed $25,000,000later than 11:00 a.m., New York City time, on the Increase Effective Date, a certificate to that effect dated such date and executed by a Financial Officer of each Loan Party.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Effective 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 ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased, which shall be at least $5.0 million, the requested date of increase (the “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 Credit 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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld, delayed or conditioned) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1.0 million or an integral multiple of $1.0 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.22 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.22 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the applicable Loan Documents; (iii) after giving effect to such Commitment Increases, the aggregate principal amount of all such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of Increases incurred since the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Effective Date shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), 150.0 million; and (iv) after giving effect to any such Commitment Increase, the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause pro forma compliance with the Financial Covenants for the most recently ended Reference Period for which financial statements have been (vor were required to be) unless delivered to the principal amount of Revolving Loans Administrative Agent and Protective Advances outstanding the Borrower shall have delivered to the Administrative Agent reasonably detailed calculations demonstrating such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000compliance.

Increase of Commitments. At any time, but not more than four (a4) If no Default or Event times during the term of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datethis Agreement, the Borrowers Company may at any time from time to time request that the Aggregate Commitment be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or (i) the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $250,000,000 and (ii) such request shall be in a minimum amount of $25,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (such corresponding increase a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall not be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $1,350,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.18.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,600,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.18.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000220,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) and (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during after the term of this Agreement Sixth Amendment Effective Date shall not exceed $25,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, request (i) incremental Revolving Commitments (the “New Revolving Commitments”) or (ii) the establishment of one or more new term loan commitments (the “New Term Commitments”, and together with the New Term Commitments, the “Incremental Commitments”) in writing an amount not to exceed the aggregate amount of $500,000,000 for all Incremental Commitments from one or more additional Lenders (which may include any existing Lender) willing to provide such Incremental Commitments in their own discretion. Each such request for an Incremental Commitment shall be in the minimum amount of $25,000,000. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the amount Borrower, to arrange a syndicate of Lenders willing to hold the requested Incremental Commitments. If (x) Lenders are willing to provide such proposed New Revolving Commitments, the Revolving Commitments may be increased from time to time by the addition of a new Revolving Lender or the increase of the Revolving Commitment of an existing Lender (each such noticeeach, a “New Revolving Lender”) with the consent of only the Borrower, the Administrative Agent, and such New Revolving Lenders or (y) Lenders are willing to provide such New Term Commitments, term loans may be made hereunder (the “New Term Loans”) by such Lenders (each, a “New Term Lender”) with the consent of only the Borrower, the Administrative Agent and such New Term Lenders, in each case so long as the Aggregate Commitment Increase Noticeplus the aggregate amount of New Term Loans made hereunder does not exceed $1,450,000,000 less any voluntary reductions in the Revolving Commitments after the Closing Date pursuant to Section 2.1(c). Nothing in this Section 2.1(d) shall constitute or be deemed to constitute an agreement by any Lender to provide Incremental Commitments hereunder. Any Incremental Commitments shall be evidenced by the execution and delivery of an amendment to this Agreement by the Borrower, the Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, providing such Incremental Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Each such amendment executed in connection with an Incremental Commitment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the good faith judgment of Administrative Agent, to effect the provisions of this Section 2.1(d), subject to approval by the Borrower and the New Revolving Lenders or New Term Lenders, as applicable, including without limitation to (w) include the New Revolving Lenders and/or New Term Lenders as “Lenders” hereunder, (x) include the New Revolving Commitments and/or New Term Commitments as “Commitments” hereunder, (y) to include the New Revolving Loans and New Term Loans as “Loans” hereunder, and (z) to include the New Revolving Lenders, the New Revolving Commitments and the New Revolving Loans and/or the New Term Lenders, the New Term Commitments and the New Term Loans for purposes of the definition of “Required Lenders”); provided, provided however, thatthat any amendments to Articles V through VIII, inclusive, that adversely affect a Lender or any amendment to provisions of this Agreement other than those effecting this Section 2.1(d) shall be subject to Section 8.2. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders. On the effective date of each such increase in the Revolving Commitments, the Borrower and the Administrative Agent shall cause the New Revolving Lenders to hold their pro rata share of all ratable Revolving Borrowings outstanding at the close of business on such day, by either funding more than its or their pro rata share of new ratable Revolving Borrowings made on such date or purchasing shares of outstanding ratable Revolving Loans held by the other Revolving Lenders or a combination thereof. The Revolving Lenders agree to cooperate in any required sale and purchase of outstanding ratable Revolving Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Eurocurrency Borrowings. In no event will such New Revolving Lenders be required to fund or purchase a portion of any Competitive Bid Loan to comply with this Section 2.1(d) on such date. On the effective date of any New Term Commitments of any Series, (i) none each New Term Lender of any Series shall make a New Term Loan to the Borrower in an amount equal to its New Term Commitment of such Series, and (ii) each New Term Lender of any Series shall become a Lender hereunder with respect to the New Term Commitments of such Series and the New Term Loans of such Series made pursuant thereto. Any New Term Loans made on such effective date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement. The terms and provisions of the US New Revolving CommitmentLoans and New Revolving Commitments shall be identical to the existing Revolving Loans and Revolving Commitments. The terms of any New Term Loans of any Series (a) shall not provide for any amortization payments on or prior to the Facility Termination Date, but may permit voluntary prepayment, (b) shall provide that the applicable New Term Loan maturity date of each Series shall be no earlier than the Facility Termination Date, (c) shall provide that any guarantees provided in respect of the New Term Loans shall also guarantee the other Obligations and (d) shall include such other terms and pricing as may be agreed by the Borrower, the Canadian Revolving Administrative Agent and the New Term Lenders. Notwithstanding the foregoing, no Incremental Commitment shall become effective under this Section 2.1(d) unless (i) on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied or otherwise waived by the UK Revolving Commitment Lenders with Incremental Commitments and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of any Revolving Lender may be increased without such Revolving Lender’s consentthe Borrower, (ii) the aggregate amount Administrative Agent shall have received a certificate of an Authorized Officer of the Commitments Borrower as so increased shall not exceed $175,000,000to the board resolutions evidencing authority for such Incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, (iii) any increase the Borrower shall be in either pro forma compliance with the Canadian Revolving Commitment or covenants set forth in Section 6.18 after giving effect to the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed Loans to be an additional increase)made on such date pursuant to such Incremental Commitments and the application of the proceeds therefrom as if made and applied on such date, (iv) the Commitments may not be increased without Borrower shall deliver any legal opinions reasonably requested by the consent Administrative Agent in connection with such Incremental Commitments, consistent with those delivered on the Closing Date, and (v) the Borrower shall have paid all reasonable and documented out-of-pocket costs and expenses of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for 9.7 and all agreed-upon fees payable to the issuance of Letters of Credit hereunder (for purposes of determining compliance Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, in connection with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Incremental Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by Upon notice to the Administrative Agent (which shall promptly notify the Lenders), the Borrower may from time to time (but not more than five times), request an increase in writing the aggregate amount of the Revolving Credit Commitments and/or the Term Loan Commitments (any Term Loan made pursuant to this Section 2.3(a), hereafter referred to as an “Incremental Term Loan”); provided that the aggregate amount of all increases in the amount of the Aggregate Commitments pursuant to this Section 2.3 shall not exceed $250,000,000. Such increase in the Aggregate Commitments may be provided by the Lenders or Eligible Assignees designated by the Borrower that are willing to provide such proposed increase (each an “Increasing Lender”) and to become Lenders pursuant to a “Joinder Agreement”, substantially in form of Exhibit K, pursuant to which such noticeIncreasing Lender shall become a party to this Agreement; provided that any such increases shall be in a minimum amount of $10,000,000 or a higher integral multiple of $1,000,000. Nothing contained herein shall constitute, or otherwise be deemed to be, a “commitment on the part of any Lender to increase its Revolving Credit Commitment Increase Notice”); provided, however, thator Term Loan Commitment hereunder. (b) If the Aggregate Commitments are increased in accordance with this Section 2.3, (i) none the Administrative Agent and the Borrower shall determine (A) the effective date (the “Increase Effective Date”), and (B) the final allocation of such increase and Schedule I attached hereto shall be automatically updated to reflect the same and (ii) the Borrower, the Administrative Agent and the Lenders providing the Incremental Term Loans shall agree to the amortization schedule in respect of such Incremental Terms Loans pursuant to Section 3.2(e), and as provided in Section 3.2(e), are hereby authorized to attach Schedule 3.2(e) to this Agreement; provided, that the weighted average life to maturity of the US Revolving CommitmentIncremental Term Loans shall not be shorter than the existing weighted average life to maturity of the Initial Term Loans at such time. The Administrative Agent shall promptly notify the Lenders of the final allocation of such increase and the Increase Effective Date. (c) As a condition precedent to such increase, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent(i) no Default shall exist, (ii) the aggregate amount of the Commitments as so increased Borrower shall not exceed $175,000,000, (iiix) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed deliver to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed1) a Joinder Agreement executed by the Borrower and the applicable Lender(s), and (v2) that portion a certificate dated as of the Revolving Commitments representing an increase Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer (A) certifying and attaching the Revolving Commitments made pursuant to this Section 2.22 shall only be available for resolutions adopted by the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding approving or consenting to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower increase, and (B) certifying that, before and after giving effect to such increase no Default exists and (iii) pursuant to the terms of the Fee Letter, pay the fees to the applicable Persons. On the applicable Increase Effective Date, the Revolving Credit Commitment and/or the Term Loan Commitment, as the case may be, of each Increasing Lender shall be increased by the amount offered by (or, if applicable, allocated to) such Increasing Lender and the Aggregate Commitments shall be increased (and the Commitment Percentages adjusted) accordingly. (d) This Section 2.3 shall supersede any provisions in Section 3.8 or 10.1 to the contrary. (e) The parties hereto agree that, notwithstanding any other provision of this Agreement, the Administrative Agent, the Borrower, each Increasing Lender and each other Lender, as applicable, may make arrangements reasonably satisfactory to such parties to cause an Increasing Lender to temporarily hold risk participations in the Revolving Loans of the other Lenders (rather than fund its Commitment Percentage of all outstanding Revolving Loans concurrently with the applicable increase) with a view toward minimizing breakage costs and transfers of funds in connection with any increase in the Aggregate Commitments. The Borrower acknowledges that if (despite any arrangements established pursuant to the foregoing sentence), and as a result of a non-pro-rata increase in the Aggregate Commitments, any Eurodollar Loans must be prepaid or converted (viin whole or in part) on a day other than the aggregate amount last day of an Interest Period therefor, then such increases during prepayment or conversion shall be subject to the term provisions of this Agreement shall not exceed $25,000,000Section 3.12.

Increase of Commitments. (i) The Borrowers’ Agent, on behalf of the U.S. Borrowers, may request the right on one or more occasions to effectuate an increase of the U.S. Revolving Credit Commitments (any such increase, a “Commitment Increase”), in an aggregate amount of up to $250,000,000 for all such Commitment Increases (the “Commitment Increase Cap”) during the term of this Agreement by delivering a notice of the requested Commitment Increase to the Agent in a form reasonably acceptable to the Agent (a “Notice of Requested Commitment Increase”), provided that, in each case: (a) If no Commitment Increase may be in an amount less than $20,000,000, (b) the proposed Commitment Increase shall have been consented to in writing by (i) each U.S. Lender (if any) who is increasing its U.S. Revolving Credit Commitment and/or (ii) any other bank or financial institution acceptable to the Borrowers’ Agent, the Agent, the Letter of Credit Issuer and the U.S. Swingline Lender that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”), (c) the proposed Commitment Increase, together with any prior Commitment Increase, shall not exceed the Commitment Increase Cap, (d) no Default or Event of Default shall exist both before and after giving effect to the Commitment Increase, (e) all fees and expenses owing to the Agent or the Lenders in respect of the Commitment Increase shall have occurred been paid and be continuing and no event, change (f) on or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases date of the US Revolving CommitmentsCommitment Increase, Canadian Revolving Commitments or the UK Revolving Commitments by notice each New Lender shall make a representation and warranty to the Administrative Agent in writing of the amount of such proposed increase (each such noticewhether it has an Eligible Canadian Affiliate, a “Commitment Increase Notice”); provided, however, that, and (i) none if it has an Eligible Canadian Affiliate, on the date of the US Commitment Increase, the Eligible Canadian Affiliate of such New Lender shall be assigned (and if required under Section 2.8(b)(ii), the Eligible Canadian Affiliate of such New Lender shall agree to be a Canadian Funding Bank), and all other applicable Canadian Lenders shall assign to the Eligible Canadian Affiliate of such New Lender, a Canadian Revolving CommitmentCredit Commitment such that after giving effect to each such assignment on the date of the Commitment Increase, the Canadian Revolving Commitment or Credit Commitments shall be allocated among the UK Canadian Lenders ratably based on the respective U.S. Revolving Commitment Credit Commitments of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the U.S. Lenders to which the Canadian Lenders are related; provided that the aggregate amount of the Canadian Revolving Credit Commitments as so increased shall not exceed $175,000,000be changed solely as a result of a Commitment Increase, or (iiiii) any increase if it does not have an Eligible Canadian Affiliate, on the date of the Commitment Increase, such New Lender shall purchase and be deemed to purchase from the Canadian Funding Banks a Canadian Loan Participation in either the Canadian Revolving Commitment Loans outstanding on such date, and the amount of Canadian Loan Participations held or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit held by other applicable Lenders shall be deemed reduced such that after giving effect to be each such purchase on such date, the last credit extended under a Revolving Commitment - it being intended that no Borrower Canadian Loan Participations shall be in violation held by the U.S. Lenders that do not have a related Canadian Lender ratably based on their respective U.S. Revolving Credit Commitments. The Notice of this clause Requested Commitment Increase shall specify: (vi) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate requested increase in U.S. Revolving Credit Commitments and (ii) the requested date of the increase in the U.S. Revolving Credit Commitments (which shall be at least 15 days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all U.S. Borrowers. Upon the effective date of any such Commitment Increase, Borrowers’ Agent shall deliver to the Agent a certificate of the chief financial officer of Borrowers’ Agent certifying that no Event of Default then exists or would be caused thereby. Upon the effective date of any Commitment Increase, the Agent shall have received amendments to this Agreement and the other Loan Documents, Incremental Assumption Agreements for each Lender or New Lender committing to such Borrower before giving effect Commitment Increase, and, if requested, opinion letters and such other agreements, documents and instruments reasonably requested by and reasonably satisfactory to such increase)the Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. Upon the effective date of any Commitment Increase, the Maximum Revolver Amount and (vi) the aggregate amount of such increases during Maximum U.S. Revolver Amount shall be automatically increased by the term of this Agreement shall not exceed $25,000,000Commitment Increase.

Increase of Commitments. (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 (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $10,000,000, the requested date of increase (the “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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1,000,000 or an integral multiple of $1,000,000 in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) Schedule 1.1 shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. Each Additional Lender may request a Note in accordance with Section 4.5. (iv) If on the Requested Increase Date there are any Revolving Credit Loans outstanding hereunder, the outstanding Revolving Credit Loans and Commitment Percentages of Swingline Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Requested Increase Date among the Lenders (including the Increasing Lenders providing such Commitment Increase) in accordance with their revised Commitment Percentages (and the Lenders (including the Increasing Lenders providing such Commitment Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 10.4(d) in connection with such reallocation as if such reallocation were a repayment). (v) The Borrower may not exercise its rights under this Section 4.13 more than once in each successive annual period commencing on the Closing Date. (b) Anything in this Section 4.13 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since (y) the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases representations and warranties of the US Revolving CommitmentsBorrower in Article VI (subject to updating in the case of Section 6.14) shall be true and correct in all material respects as if made on and as of such date (unless expressly stated to relate to an earlier date, Canadian Revolving Commitments in which case such representations and warranties shall be true and correct in all material respects as of such earlier date); (ii) the Administrative Agent shall have received on or before the UK Revolving Commitments by notice relevant Requested Increase Date: (A) certified copies of resolutions of the Board of Directors of the Borrower approving the Commitment Increase and (B) an opinion of counsel for the Borrower reasonably satisfactory to the Administrative Agent in writing Agent; (iii) on and as of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none date of the US Revolving Commitmentrelevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, the Canadian Revolving Commitment or Xxxxx’x Rating and the UK Revolving Commitment of S&P Rating shall be at least equal to Baa3 and BBB- respectively; (iv) the Borrower shall not previously have reduced the Commitments under Section 2.5; and (v) after giving effect to any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000750,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent on up to four (4) occasions during the period from the Agreement Execution Date to January 17, 2016, request incremental Commitments in writing an amount not to exceed the aggregate amount of $100,000,000.00 from one or more additional Lenders (which may include any existing Lender) willing to provide such incremental Commitments in their own discretion. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the amount Borrower, to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such proposed additional Commitments, the Aggregate Commitment may be increased from time to time by the addition of a new Lender(s) or the increase of the Commitment of an existing Lender(s) with the consent of only the Borrower, the Administrative Agent, and the new or existing Lender(s) providing such additional Commitment so long as the Aggregate Commitment does not exceed $300,000,000. Nothing in this Section 2.1(c) shall constitute or be deemed to constitute an agreement by any Lender to increase its Commitment hereunder. Any such increase in the Aggregate Commitment shall be conditioned upon the contemporaneous addition of Potential Properties as Subject Properties in accordance with Section 2A.2 to effect compliance with all financial covenants set forth in Section 6.18 immediately following the increase of the Aggregate Commitment and upon satisfaction of the requirements for additional Borrowings pursuant to Section 2.9. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit K attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment (each such notice, a the “Commitment Increase Notice”); provided, however, thata copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. The amount of the requested increase shall be set forth in the Increase Notice. Notwithstanding the foregoing, (i) none of no increase in the US Revolving CommitmentAggregate Commitment may occur after January 17, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent2016, and (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)less than $25,000,000. On the effective date of each such increase in the Aggregate Commitment, (iv) the Commitments may not be increased without the consent of Borrower and the Administrative Agent (which consent shall not be unreasonably withheld cause the new or delayed) (v) that portion existing Lenders providing such increase to hold its or their Percentage of all ratable Borrowings outstanding at the Revolving Commitments representing an close of business on such day, by either funding more than its or their Percentage of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof. The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Borrowings to achieve such result. Borrower agrees to pay all fees associated with the increase in the Revolving Commitments made pursuant to this Aggregate Commitment including any amounts due under Section 2.22 shall only be available for the issuance 3.4 in connection with any reallocation of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount Fixed Rate Borrowings. 7. Section 2.9 of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), Existing Loan Agreement is hereby deleted in its entirety and (vi) replaced with the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.following new Section 2.9:

Increase of Commitments. (a) If Subject to the conditions set forth in Section 2.16(c), the Borrower may, from time to time (including in connection with any redetermination of the Borrowing Base), increase the existing Total Revolving Commitment then in effect (any such increase a “Revolving Incremental Increase”) by increasing the Revolving Commitment of a Lender (an “Increasing Revolving Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Revolving Lender”). (b) Subject to the conditions set forth in Section 2.16(c), the Borrower may, from time to time increase the existing Total Term Loan Commitment then in effect (any such increase a “Term Loan Incremental Increase”) by increasing the Term Loan Commitment of a Lender (an “Increasing Term Loan Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Term Loan Lender”). (c) Any Incremental Increase shall be subject to the following additional conditions: (i) no Default or Incremental Increase shall be less than $25,000,000 (and increments of $1,000,000 above that minimum) unless the Administrative Agent otherwise consents, and no Incremental Increase shall be permitted if after the funding thereof the Total Commitment would exceed the Maximum Aggregate Amount; (ii) no Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected after giving effect to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”)an Incremental Increase; provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving no Lender’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of such Lender; (iv) the Administrative Agent (which Agent, the Swingline Lenders and the Letter of Credit Issuer must consent shall to any Revolving Incremental Increase and the addition of any Additional Revolving Lender, in each case, such consent not to be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.;

Increase of Commitments. The Revolving Loan Commitment may be increased by Borrowers by an aggregate amount of up to Twenty Million Dollars ($20,000,000) (the “Revolving Commitment Increase”), provided that: (a) If Borrower Representative shall have given to Lender at least thirty (30) days’ notice of Borrowers’ intention to seek a Revolving Commitment Increase and the desired amount of such Revolving Commitment Increase; (b) such Revolving Commitment Increase shall not increase the amount of the Revolving Loan Commitment of Lender without the written consent of Lender, in Lender's discretion; (c) to the extent requested by any lender participating in such Revolving Commitment Increase, Borrowers shall execute a new Revolving Note with respect to such lender reflecting the amount of, or increase in, such Lender's Revolving Commitment, (d) to the extent requested by Lender, Credit Parties shall execute any additional documents, instruments or agreements that Lender deems necessary or desirable in connection therewith (including, without limitation, secretary's certificates and authorizing resolutions and, to the extent required by Lender, an amendment to, or amendment and restatement of, this Agreement to add additional lenders); (e) as of the date of such Revolving Commitment Increase, both before and immediately after giving effect thereto, (i) no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentexist, (ii) on a pro forma basis, Credit Parties shall remain in compliance with each Financial Covenant, and (iii) each of the aggregate conditions set forth in Section 4.2 shall be satisfied; and (f) any such Revolving Commitment Increase shall be in a minimum amount of at least Ten Million Dollars ($10,000,000) (or such lesser amount which shall be approved by Lender) and in integral multiples of One Million Dollars ($1,000,000) in excess thereof, and no more than two (2) Revolving Commitment Increases shall be permitted in total. A Revolving Commitment Increase may be effected by Lender by increasing its Revolving Loan Commitment or one or more new lenders that are satisfactory to Lender in its discretion joining this Agreement and providing a Revolving Commitment. After any Revolving Commitment Increase, all of the terms and conditions of this Agreement and the other Loan Documents shall apply to the increased amount of the Commitments Revolving Loan Commitment (including (i) being on a pari passu basis in right of payment and Guarantees with the other Revolving Loans, (ii) having the same maturity date as so increased shall not exceed $175,000,000the Revolving Loan Commitment prior to such increase, and (iii) having the same Applicable Margin as the other Revolving Loans); provided that Borrowers agree to pay to Lender and any increase new lenders such arrangement, commitment and other fees and expenses to be agreed between Borrowers, Lender and any new lenders in either the Canadian connection with such Revolving Commitment Increase. Lender shall have no liability to any Borrower or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase any other Credit Party or to any other new lender in the US connection with any syndication of any Revolving Commitment (Increase. Borrowers shall prepay any Revolving Loans on the date of any such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant Loan Commitment to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed extent necessary to be keep the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of outstanding Revolving Loans and Protective Advances outstanding to such Borrower exceed ratable with any revised Revolving Loan Commitment arising from any non-ratable increase in the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of Loan Commitment under this Agreement shall not exceed $25,000,000Section.

Increase of Commitments. (a) If Provided there exists no Default or Event of Default shall have occurred and be continuing and no eventDefault, change or condition has occurred that has hadthe Borrower may, or could reasonably be expected to have, a Material Adverse Effect, since during the period beginning on the Effective Date, Date to and including the Borrowers may at any time from time to time date that is six months prior to the Maturity Date request one or more increases of the US Revolving CommitmentsTermination Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent executed by the Borrower and, in writing the case of an increase in the European Commitments, the European Borrower, and one or more financial institutions (any such financial institution referred to in this Section being called an “Increasing Lender”), which may include any Lender, cause the Commitments of either or both Classes to be extended by the Increasing Lenders (or cause the Commitments of either or both Classes of the Increasing Lenders to be increased, as the case may be) in an amount of such proposed increase (for each Increasing Lender set forth in such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each extension of new Commitments of either Class or increase in existing Commitments of either Class pursuant to this paragraph shall result in the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment aggregate Commitments of any Revolving Lender may be such Class being increased without such Revolving Lender’s consentby no less than $25,000,000, (ii) no extension of new Commitments of either Class or increase in existing Commitments of either Class, in each case, pursuant to this paragraph may result in the aggregate amount of the Commitments as so increased shall not exceed exceeding $175,000,000500,000,000, (iii) each Increasing Lender, if not already a Lender hereunder (any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmentsuch Increasing Lender, each as herein provideda “New Lender”), shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayedwithheld), (iv) each New Lender shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed New Lender Agreement and (v) that portion in no event shall any existing Lender be required to increase its Commitment of either Class. New Commitments and increases in Commitments shall become effective on the Revolving Commitments representing an increase date specified in the Revolving Commitments made applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any New Lender Agreement to which any New Lender is a party, (i) such New Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded a Lender hereunder and subject to all obligations of a Lender hereunder and (ii) Schedule 2.01 shall be deemed to have been amended to reflect the applicable Commitment of such New Lender as provided in such New Lender Agreement. Upon the effectiveness of any increase pursuant to this Section 2.22 shall only be available for the issuance 2.19 in a Commitment of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit a Lender already a party hereto, Schedule 2.01 shall be deemed to be have been amended to reflect such increased Commitment of such Lender. Notwithstanding the last credit extended foregoing, no increase in any Commitment (or in the Commitments of any Lender) shall become effective under this Section 2.19 unless, on the date of such increase, the Administrative Agent shall have received a Revolving Commitment - it being intended certificate, dated as of the effective date of such increase and executed by a Financial Officer, to the effect that no Borrower the conditions set forth in paragraphs (a), (b) and (d) of Section 4.02 shall be satisfied (with all references in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding such paragraphs to a Borrowing being deemed to be references to such Borrower exceed the amount increase and attaching resolutions of the aggregate Revolving Commitments to such Borrower before giving effect to approving such increase). Following any extension of a new Commitment of either Class or increase of a Lender’s Commitment of either Class pursuant to this paragraph, any Loans of such Class outstanding prior to the effectiveness of such increase or extension shall continue to be outstanding until the ends of the respective Interests Periods applicable thereto, and (vishall then be repaid and, if the Borrower shall so elect, refinanced with new Loans made pursuant to Section 2.01(a) ratably in accordance with the aggregate amount Commitments of such increases during the term of this Agreement shall not exceed $25,000,000Class in effect following such extension or increase.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateFebruary 13, 2007, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Canadian Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”"COMMITMENT INCREASE NOTICE"); provided, however, that, (i) none of neither the US Revolving Commitment, Commitment nor the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s 's consent, (ii) the aggregate amount of the Revolving Commitments as so increased shall not exceed $175,000,000325,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each Commitments as herein provided, so increased shall require a corresponding dollar per dollar increase not exceed $35,000,000 in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)aggregate, and (iv) the Revolving Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed). (b) The Borrowers may, in their sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (v) that 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 increased US Revolving Commitments representing and/or Canadian Revolving Commitments, by notifying the Administrative Agent; provided, that the US Revolving Commitment of any New Lender shall not be less than $15,000,000 (and shall be in an integral multiple of $5,000,000) and the Canadian Revolving Commitment of any New Lender shall not be less than $10,000,000. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such commitments to certain existing Lenders or to the additional banks or financial institutions identified therein, the Administrative Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of the increased US Revolving Commitments or Canadian Revolving Commitments. (c) Any existing Lender that accepts the Borrowers' offer to increase its US Revolving Commitment or Canadian Revolving Commitment shall execute a Commitment Increase Agreement with the Borrowers and Agents, whereupon such Lender shall be bound by, and entitled to the benefits of, this Agreement with respect the full amount of its US Revolving Commitment or Canadian Revolving Commitment, as applicable, as so increased. (d) Any additional bank or financial institution which is not an existing Lender and which accepts Borrowers' offer to participate in the increased US Revolving Commitments made pursuant or Canadian Revolving Commitments shall execute and deliver to the Agents and the Borrowers a New Lender Agreement setting forth its US Revolving Commitment or Canadian Revolving Commitment (subject to the limitations on the amounts thereof set forth herein), and upon the effectiveness of such New Lender Agreement such bank or financial institution (a "NEW LENDER") shall become a US Revolving Lender or Canadian Lender, as applicable, for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Section 2.22 shall only be available for Agreement, and the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit signature pages hereof shall be deemed to be amended to add the last credit extended under a name of such New Lender. (e) Upon any increase in the US Revolving Commitments or Canadian Revolving Commitments pursuant to this Section 2.24, the Commitment Schedule shall be deemed amended to reflect the US Revolving Commitment - it being intended that no Borrower shall be in violation and Canadian Revolving Commitment of this clause each Lender (vincluding any New Lender) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000as thereby increased.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Effective 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 ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5 million, the requested date of increase (the “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 Credit 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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and immediately after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, applicable Loan Documents; (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase)Commitment Increases, and (vi) the principal aggregate amount of all such increases during Commitment Increases incurred or issued since the term of this Agreement Effective Date shall not exceed $25,000,000the then available Incremental Amount; and (iv) after giving effect to any such Commitment Increase, the Loan Parties shall be in pro forma compliance with the Financial Covenant for the most recently ended Reference Period for which financial statements have been (or were required to be) delivered to the Administrative Agent and the Borrower shall have delivered to the Administrative Agent reasonably detailed calculations demonstrating such compliance.

Increase of Commitments. (i) At any time, the Borrower may request that the Aggregate Commitment be increased; provided that (a) If the Aggregate Commitment shall at no Default or Event time exceed $400,000,000 minus the aggregate amount of Default all reductions in the Aggregate Commitment previously made pursuant to Section 2.6(A), (b) each such request shall have occurred be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof and (c) the Aggregate Commitment may not be continuing increased more than twice pursuant to this Section 2.6. Such request shall be made in a written notice given to the Agent and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, Lenders by the Borrowers may at any time from time to time Borrower not less than ten (10) Business Days prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments proposed increase in the Aggregate Commitment and the proposed effective date of such increase. On or prior to the date that is five (5) Business Days after receipt of the Commitment Increase Notice, each Lender and Proposed New Lender (as so increased defined below) shall submit to the Agent a notice indicating the maximum amount by which it is willing to increase its existing Commitment or provide a new Commitment in connection with such Commitment Increase Notice (any such notice to the Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Agent prior to the expiration of such five (iii5) Business Day period shall be deemed to have denied any increase in either its Commitment. The Agent and the Canadian Revolving Commitment or Arranger shall have the UK Revolving Commitmentright, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without with the consent of the Administrative Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In addition, not later than the date the Commitment Increase Notice is delivered by the Borrower, the Borrower may notify the Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”; provided that no Ineligible Institution may be a Proposed New Lender) in connection with the Commitment Increase Notice and the portion of the proposed increase proposed to be allocated to such financial institution. Any Proposed New Lender shall be subject to the consent of the Agent and, provided that JPMorgan is at such time the Principal Issuing Lender, JPMorgan in its capacity as such (which consent shall not be unreasonably withheld withheld). Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Agent shall notify the Borrower and the Lenders on or delayed) (v) that portion before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an amount of each Lender’s and Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amounts shall be effective on the following Business Day. Any increase in the Revolving Commitments Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment all representations and warranties shall be true and correct in all material respects as though made pursuant on such date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (B) the Borrower, the Agent, provided that JPMorgan is at such time the Principal Issuing Lender, JPMorgan in its capacity as such, and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a Commitment and Acceptance substantially in the form of Exhibit D hereto (a “Commitment and Acceptance”), (C) counsel for the Borrower and for the Guarantors shall have provided to the Agent supplemental opinions in form and substance reasonably satisfactory to the Agent and (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Agent shall have reasonably requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Agent to the Borrower. No less than two (2) Business Days prior to the effective date of the increase of the Aggregate Commitment, the Agent shall notify the Borrower of the amount of the fee to be charged by the Lenders, and the Borrower may, at least one (1) Business Day prior to such effective date, cancel its request for the commitment increase. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Agent shall promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Section 2.22 Agreement as a Lender and shall only be available for have the issuance rights and obligations of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be be, a commitment on the last credit extended under a Revolving part of any Lender to increase its Commitment - it being intended that no Borrower shall be in violation hereunder at any time. (ii) For purposes of this clause (vii), (A) unless the principal amount term “Buying Lender(s)” shall mean (1) each Lender the Effective Commitment Amount of Revolving Loans which is greater than its Commitment prior to the effective date of any increase in the Aggregate Commitment and Protective Advances outstanding (2) each Proposed New Lender that is allocated an Effective Commitment Amount in connection with any Commitment Increase Notice and (b) the term “Selling Lender(s)” shall mean each Lender whose Commitment is not being increased from that in effect prior to such Borrower exceed increase in the amount Aggregate Commitment. Effective on the effective date of any increase in the Aggregate Commitment pursuant to clause (i) above, each Selling Lender hereby sells, grants, assigns and conveys to each Buying Lender, without recourse, warranty, or representation of any kind, except as specifically provided herein, an undivided percentage in such Selling Lender’s right, title and interest in and to its outstanding Loans in the respective Dollar Amounts and percentages necessary so that, from and after such sale, each such Selling Lender’s outstanding Loans shall equal such Selling Lender’s Pro Rata Share (calculated based upon the Effective Commitment Amounts) of the aggregate Revolving Commitments outstanding Loans. Effective on the effective date of the increase in the Aggregate Commitment pursuant to clause (i) above, each Buying Lender hereby purchases and accepts such grant, assignment and conveyance from the Selling Lenders. Each Buying Lender hereby agrees that its respective purchase price for the portion of the outstanding Loans purchased hereby shall equal the respective Dollar Amount necessary so that, from and after such payments, each Buying Lender’s outstanding Loans shall equal such Buying Lender’s Pro Rata Share (calculated based upon the Effective Commitment Amounts) of the outstanding Loans. Such amount shall be payable on the effective date of the increase in the Aggregate Commitment by wire transfer of immediately available funds to the Agent. The Agent, in turn, shall wire transfer any such funds received to the Selling Lenders, in same day funds, for the sole account of the Selling Lenders. Each Selling Lender hereby represents and warrants to each Buying Lender that such Selling Lender owns the Loans being sold and assigned hereby for its own account and has not sold, transferred or encumbered any or all of its interest in such Loans, except for participations which will be extinguished upon payment to Selling Lender of an amount equal to the portion of the outstanding Loans being sold by such Selling Lender. Each Buying Lender hereby acknowledges and agrees that, except for each Selling Lender’s representations and warranties contained in the foregoing sentence, each such Buying Lender has entered into its Commitment and Acceptance with respect to such Borrower before giving effect to such increase)increase on the basis of its own independent investigation and has not relied upon, and (vi) will not rely upon, any explicit or implicit written or oral representation, warranty or other statement of the aggregate amount of such increases during Lenders or the term Agent concerning the authorization, execution, legality, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement shall not exceed $25,000,000or the other Loan Documents. The Borrower hereby agrees to compensate each Selling Lender for all losses, expenses and liabilities incurred by each Lender in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 3.4.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time and from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitmentstime, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent in writing (which shall promptly deliver a copy thereof to each Lender) executed by the Borrower and one or more financial institutions (the “Increasing Lenders”), which may include any Lender, cause new Commitments to be extended by the Increasing Lenders (or cause the Commitments of the Increasing Lenders that are already Lenders to be increased, as the case may be) in an amount of such proposed increase for each Increasing Lender (each which shall not be less than $5,000,000) set forth in such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none the new Commitments and increases in existing Commitments pursuant to this paragraph shall not be greater than $103,000,000 in the aggregate during the term of the US Revolving Commitment, the Canadian Revolving Commitment this Agreement and shall not be less than $15,000,000 (or the UK Revolving Commitment any portion of such $103,000,000 aggregate amount remaining unused) for any Revolving Lender may be increased without such Revolving Lender’s consentincrease, (ii) the aggregate amount of the Commitments as so increased shall each Increasing Lender, if not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein providedalready a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayed) and (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). Any Incremental Facility (as defined below) shall have the same terms, and be subject to the same Loan Documents, as the Commitments existing immediately prior to the effectiveness of such Incremental Facility. The Borrower shall first seek any new Commitments from the existing Revolving Lenders hereunder and then, to the extent not provided by such existing Lenders hereunder, from one or more financial institutions that are not Lenders hereunder, provided, that no Commitment of any Lender may be increased without the consent of such Lender. Any new Commitments and increases in Commitments shall become effective on the date specified in the applicable notices delivered pursuant to this paragraph (but not prior to, for any Increasing Lender that is not already a Lender, execution and delivery by such Increasing Lender of an Accession Agreement). Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges and subject to all obligations of a Lender hereunder. Upon the effectiveness of any New Commitments or increases in existing Commitments, Schedule 2.01 shall be deemed to have been amended to reflect the Commitments of the Increasing Lenders. Notwithstanding the foregoing, no extension of or increase in Commitments pursuant to this paragraph shall become effective unless (A) on a pro forma basis for the initial Borrowing under any such Incremental Facility and the application of the proceeds therefrom, (i) no Default or Event of Default has occurred and is continuing, (ii) the Borrower shall be in compliance with the financial covenant set forth in Section 7.17 as if an Excess Availability Triggering Event has occurred and is continuing, computed as of the last day of the most recently ended period of the Borrower for which financial statements have been provided to the Administrative Agent and (iii) the Borrower’s Excess Availability is equal to or greater than the Excess Availability Threshold, (B) to the extent requested by the Administrative Agent, the Administrative Agent shall have received documents consistent with those delivered under Section 4.01(a)(iii), (iv), (v), (vi), (vii) that portion and (viii), giving effect to such increase, and (C) on the effective date of such increase, the conditions set forth in Sections 4.02(b), 4.02(c) and 4.02(d) shall be satisfied (with all references in such Sections to a Credit Extension being deemed to be references to such extension of or increase in Commitments). On the effective date (the “Increase Effective Date”) of any extension of or increase in Commitments pursuant to this paragraph (an “Incremental Facility”), (1) the aggregate principal amount of the Revolving Commitments representing an increase in Borrowings outstanding (the Revolving Commitments made pursuant “Initial Borrowings”) immediately prior to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Commitment Increase on the Increase Effective Date shall be deemed to be paid, (2) each Increasing Lender that shall have had a Commitment prior to the last credit extended under Commitment Increase shall pay to the Administrative Agent in same day funds an amount in Dollars equal to the difference between (I) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing (as hereinafter defined) and (II) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing, (3) each Increasing Lender that shall not have had a Revolving Commitment - prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount in Dollars equal to the product of (I) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (II) the amount of each Subsequent Borrowing, (4) after it being intended receives the funds specified in clauses (2) and (3) above, the Administrative Agent shall pay to each Lender the portion of such funds that no is equal to the difference between (I) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing and (II) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (5) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have made new Revolving Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless amounts equal to the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount amounts of the aggregate Revolving Commitments Initial Borrowings and of the Types and for the Interest Periods specified in a borrowing request delivered to such Borrower before the Administrative Agent in accordance with Section 2.02, (6) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to such increase), the Commitment Increase) and (vi7) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Initial Borrowings. The deemed payments made pursuant to clause (1) above shall be subject to compensation by the Borrower pursuant to Section 3.05 if the Increase Effective Date occurs other than on the last day of such increases during the term Interest Period of this Agreement any Initial Borrowing relating thereto. Notwithstanding anything herein to the contrary, the proceeds of any Incremental Facility shall not exceed $25,000,000be applied first, to prepay the outstanding Supplemental Loan and second, in accordance with Section 6.12.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Company may at any time from time to time prior elect to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance minimum increments of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before $25,000,000 so long as, after giving effect to such increase)thereto, and (vi) the aggregate amount of such increases during the term of this Agreement shall does not exceed $25,000,000300,000,000, minus any incremental term loans incurred pursuant to the incremental facility fixed dollar basket under the Senior Secured Term Loan Facility. The BorrowersBorrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Revolving Commitments, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent and, in the case of any increase in the aggregate Revolving Commitments, the Issuing Banks and the Swingline Lender and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit C-1 hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit C-2 hereto. Except as set forth above, no consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Revolving Commitments pursuant to this Section 2.20. Increases and new Revolving Commitments created pursuant to this Section 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) shall become effective unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a), (b) and (c) of Section 4.02 shall be satisfied (and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company) or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.09 and (ii) the Administrative Agent shall have received documents consistent with those delivered on the Effective Date as to the organizational power and authority of the Company to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Commitments, (i) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (ii) the Borrower shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Company, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Company pursuant to the provisions of Section 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. Nothing contained in this Section 2.20 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder at any time. In connection with any increase of the Revolving Commitments pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Effective 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 ten (10) Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $10 million, the requested date of increase (the “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 Credit 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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the amount of applicable Loan Documents; and (iii) after giving effect to any such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000300 million.

Increase of Commitments. (a) If So long no Default or Event of Default exists or would arise as a result thereof, the Lead Borrower shall have occurred the right at any time, but only one time during the term of this Agreement, to request an increase of the Total Commitments to an amount not to exceed $150,000,000.00. Any such requested increase shall be first made to all existing Revolving Lenders on a pro rata basis. In the event that any existing Revolving Lender does not notify the Administrative Agent within ten (10) Business Days from the receipt of the requested increase that the such existing Revolving Lender will increase its Revolving Commitment, and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Dateamount of its increase, the Borrowers may at any time from time existing Revolving Lender shall be deemed to time prior to have declined the Maturity Date request requested increase of its Revolving Commitment. To the extent that one or more increases existing Revolving Lenders decline to increase their respective Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent shall use reasonable efforts to arrange for other Persons to become Revolving Lenders hereunder and to issue commitments in an amount equal to the amount of the US increase in the Commitments requested by the Lead Borrower and not accepted by the existing Revolving CommitmentsLenders (each such increase by either means, Canadian a "Commitment Increase", and each such Person issuing, or Revolving Commitments Lender increasing, its Revolving Commitment, an "Additional Commitment Lender"), provided, however, that (x) no Revolving Lender shall be obligated to provide a Commitment Increase as a result of any such request by the Lead Borrower, and (y) any Additional Commitment Lender which is not an existing Revolving Lender shall be subject to the approval of the Administrative Agent and (z) nothing contained herein shall constitute the unconditional obligation of the Administrative Agent to provide or obtain commitments for such Commitment Increase, as the UK Revolving Commitments by notice Administrative Agent only is agreeing hereby to use its reasonable efforts to arrange for Commitment Increases and Additional Commitment Lenders. (b) No Commitment Increase shall become effective unless and until each of the following conditions has been satisfied: (i) the Lead Borrower, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent may reasonably require; (ii) the Borrowers shall have paid such commitment fees and other compensation to the Additional Commitment Lenders as the Lead Borrower, the Administrative Agent and each such Additional Commitment Lenders may agree; (iii) the Borrowers shall have paid such arrangement fees to the Administrative Agent in writing of as the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of Lead Borrower and the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender Administrative Agent may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), agree; (iv) to the Commitments may not extent requested by any Additional Commitment Lender, a Revolving Note will be increased without issued at the consent Borrowers' expense, to each such Additional Commitment Lender, to the extent necessary to reflect the new Commitment of such Additional Commitment Lender; (v) the Loan Parties and the Additional Commitment Lenders shall have delivered such other instruments, documents and agreements as the Administrative Agent may have reasonably requested; (which consent vi) the Administrative Agent shall have received a favorable written opinion (addressed to each Agent and the Lenders) of counsel for the Loan Parties reasonably acceptable to each Agent and the Lenders that the making of Credit Extensions by the Lenders or the Issuing Bank hereunder in an amount not be unreasonably withheld or delayed) (v) that portion in excess of the Revolving Total Commitments representing an increase will not constitute a breach of or a default under the Indenture; (vii) the Administrative Agent shall have received a certificate from a Financial Officer of each Loan Party, satisfactory in form and substance to the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended Administrative Agent, certifying that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to the Commitment Increase: (a) all the representations and warranties made by the Loan Parties in the Loan Documents continue to be true and complete; (b) that no Default or Event of Default exists; and (c) that the Total Commitments, after giving effect to the Commitment Increase, shall constitute "Permitted Indebtedness" as defined in the Indenture; and (viii) each Facility Guarantor shall have entered into a ratification agreement ratifying the Facility Guaranty and acknowledging and agreeing to guarantee any Obligations incurred as a result of the Commitment Increases. (c) The Administrative Agent shall promptly notify each Revolving Lender as to the effectiveness of each Commitment Increase (with each date of such increaseeffectiveness being referred to herein as a "Commitment Increase Date"), and at such time (vix) the Commitments under, and for all purposes of, this Agreement shall be increased by the aggregate amount of such increases during Commitment Increases, (y) SCHEDULE 1.1(A) shall be deemed modified, without further action, to reflect the term revised Commitments and Commitment Percentage of the Revolving Lenders, and (z) this Agreement shall not exceed $25,000,000be deemed amended, without further action, to the extent necessary to reflect such increase in the Total Commitments, such Commitment Increases, and the addition of the Additional Commitment Lenders (if applicable). (d) In connection with Commitment Increases hereunder, the Revolving Lenders and the Borrowers agree that, notwithstanding anything to the contrary in this Agreement, the Borrowers shall, in coordination with the Administrative Agent, (x) repay outstanding Revolving Loans of certain Revolving Lenders, and obtain Revolving Loans from certain other Revolving Lenders (including the Additional Commitment Lenders), but in no event in excess of any such Revolving Lender's respective Revolving Commitment, or (y) take such other actions as reasonably may be required by the Administrative Agent, in each case to the extent necessary so that all of the Revolving Credit Lenders effectively participate in each of the outstanding Revolving Loans pro rata on the basis of their respective Commitment Percentage (determined after giving effect to any Commitment Increase.)

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior to after the Maturity Date request one or more increases of the US Revolving CommitmentsRestatement Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0001,600,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein provided, shall require if not already a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Lender hereunder, (ivA) shall be subject to the Commitments may not be increased without the consent approval of the Administrative Agent and each Issuing Bank (which consent approval shall not be unreasonably withheld or delayed), (B) shall complete an Administrative Questionnaire and (vC) that portion of shall become a party hereto by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving Commitments made applicable notices delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (x) such Increasing Lender shall only thereafter be available for deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and shall be subject to all obligations of, a Lender hereunder and (y) Schedule 2.01 shall be deemed to have been amended to reflect the issuance Commitments of Letters such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of Credit hereunder any Commitment Increase with respect to a Lender already a party hereto, Schedule 2.01 shall be deemed to have been amended to reflect the increased Commitment of such Lender. For the avoidance of doubt, no Lender may be made an Increasing Lender without its consent. (for purposes b) On the Increase Effective Date, which shall not be less than 30 days prior to the Maturity Date, (i) the aggregate principal amount of determining compliance with this clause the Loans outstanding immediately prior to giving effect to the applicable Commitment Increase on the Increase Effective Date (vthe “Initial Loans”) Letters of Credit shall be deemed to be repaid, (ii) after the last credit extended under a Revolving effectiveness of the Commitment - it being intended that no Increase, the Borrower shall be deemed to have made new Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless an aggregate principal amount equal to the aggregate principal amount of Revolving the Initial Loans and Protective Advances outstanding of the Types, in the currencies and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03, (iii) each Lender shall pay to the Administrative Agent in same day funds and in the applicable currencies of the relevant Borrowings an amount equal to the difference, if positive, between (A) such Borrower exceed Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the Subsequent Borrowings and (B) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans and (B) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the amount of the aggregate Revolving Commitments Subsequent Borrowings, (v) each Increasing Lender and each other Lender shall be deemed to such Borrower before hold its Applicable Percentage of each Subsequent Borrowing (each calculated after giving effect to such increase), the Commitment Increase) and (vi) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on the Initial Loans. The deemed payments made pursuant to clause (i) above in respect of each Eurocurrency Loan shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.15 if the Increase Effective Date occurs other than on the last day of the Interest Period relating thereto and breakage costs result. Notwithstanding the foregoing, the Administrative Agent may, in its discretion, implement other procedures (such as non-pro rata Borrowings while current Interest Periods are in effect) in order to minimize or eliminate LIBOR breakage costs in connection with any such increase. (c) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) shall become effective under this Section unless, on the date of such increases during increase, the term conditions set forth in paragraphs (a) and (b) of this Agreement Section 4.02 shall be satisfied (with all references in such paragraphs to a Borrowing being deemed to be references to such increase) and the Administrative Agent shall have received, not exceed $25,000,000later than 11:00 a.m., New York City time, on the Increase Effective Date, a certificate to that effect dated such date and executed by a Financial Officer of each Loan Party.

Increase of Commitments. (a) If Subject to the conditions set forth in Section 2.16(b), the Borrower may, from time to time (including in connection with any redetermination of the Borrowing Base), increase the existing Total Commitment then in effect (any such increase a “Incremental Increase”) by increasing the Commitment of a Lender (an “Increasing Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Lender”); (b) Any Incremental Increase shall be subject to the following additional conditions: (i) no Incremental Increase shall be less than $10,000,000 (and increments of $1,000,000 above that minimum) unless either (x) the amount of such Incremental Increase does not exceed the aggregate reduction of Commitments resulting from the operation of the proviso in the definition of “Commitment” with respect to Lenders not consenting to an increase in the Borrowing Base, with such Incremental Increase to be effective concurrently with such increase in the Borrowing Base, or (y) the Administrative Agent otherwise consents, and no Incremental Increase shall be permitted if after the funding thereof the Total Commitment would exceed the Maximum Aggregate Amount; (ii) (A) no Default or Event of Default shall have occurred and be continuing continuing, (B) the representations and no event, change warranties of the Credit Parties in the Credit Documents shall be true and correct in all material respects (unless such representations and warranties are already qualified by materiality or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in which case they are true and correct in all respects) with the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases same effect as though such representations and warranties had been made on and as of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount date of such proposed increase Incremental Increase (each except where such noticerepresentations and warranties expressly relate to an earlier date, a “Commitment Increase Notice”); providedin which case such representations and warranties shall have been true and correct in all material respects (unless such representations and warranties are already qualified by materiality or Material Adverse Effect, however, that, in which case they shall be true and correct in all respects) as of such earlier date) and (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (iiC) the aggregate amount of Borrower shall be in compliance, on a Pro Forma Basis, with the Commitments as so increased shall not exceed $175,000,000, Financial Performance Covenants; (iii) any increase in either the Canadian Revolving no Lender’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of such Lender; (iv) the Borrower may but shall not be required to seek commitments in respect of the Incremental Increase, in its sole discretion, from one or more existing Lenders, potential Additional Lenders or any combination and the Administrative Agent, the Swingline Lenders and the Letter of Credit Issuers must consent to the addition of any Additional Lender to the extent the consent of such Person would be required if an assignment were being made to such proposed Additional Lender under Section 13.6(b); (v) after giving effect to the requested Incremental Increase, there have not been more than ten Incremental Increases; (vi) the maturity date of any Incremental Increase shall be the same as the Maturity Date; and (vii) any Incremental Increase shall be on the exact same terms and pursuant to the exact same documentation (but the Applicable Margin with respect to such Incremental Increase may be higher than the existing Applicable Margin, in which case the Applicable Margin for the Facility shall be increased to be consistent with that for such Incremental Increase) applicable to this Agreement (other than with respect to any arrangement, structuring, upfront or other fees or discounts payable in connection with such Incremental Increase). (c) Each Increasing Lender and Additional Lender (if any) shall execute and deliver to the Borrower and the Administrative Agent, the Swingline Lenders and the Letter of Credit Issuers customary documentation (any such documentation, an “Incremental Agreement”) implementing any Incremental Increase. Upon receipt by the Administrative Agent of one or more executed Incremental Agreements increasing the Commitments of Lenders and/or adding Commitments from Additional Lenders as provided in this Section, (which consent i) the Total Commitment shall not be unreasonably withheld increased automatically on the effective date set forth in such Incremental Agreements by the aggregate amount indicated in such Incremental Agreements without further action by the Borrower, the Administrative Agent, any Swingline Lender, any Letter of Credit Issuer or delayedany Lender, (ii) (v) that portion Schedule 1.1 and the Register shall each be amended to reflect the Incremental Increase, and the Commitment Percentages of the Revolving Commitments representing an increase in Lenders shall be adjusted accordingly to reflect the Revolving Commitments made pursuant Incremental Increase, (iii) the Administrative Agent shall distribute to this Section 2.22 shall only be available for the issuance of Letters Borrower, the Swingline Lenders, the Letter of Credit hereunder Issuers and each Lender the revised Schedule 1.1, (for purposes of determining compliance with this clause (viv) Letters of Credit any such Additional Lender shall be deemed to be a party in all respects to the last credit extended under Credit Documents to which the Lenders are a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause party, and (v) unless upon the principal amount of Revolving Loans and Protective Advances outstanding effective date set forth in such Incremental Agreement, the Lenders party to such Borrower exceed the amount Incremental Agreement shall purchase a pro rata portion of the aggregate Revolving Commitments to outstanding Loans (including participations in L/C Obligations or Swingline Loans) of each of the current Lenders such Borrower before giving effect to such increase)that each Lender (including any Additional Lender, if applicable) shall hold its respective Commitment Percentage of the outstanding Loans (and (viparticipation interests in participations in L/C Obligations or Swingline Loans) as reflected in the aggregate amount of such increases during the term of revised Schedule 1.1 required by this Agreement shall not exceed $25,000,000Section.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time and from time to time, but not more than five (5) times during the term of this Agreement, the Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at no time prior to the Maturity Date exceed $1,350,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $50,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution (other than the Company or any Subsidiary or Affiliate of the Company) that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be reasonably acceptable to the Administrative Agent. The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such corresponding increase date or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall not have occurred and then be deemed to be an additional increase)continuing which constitutes a Default or Event of Default, (ivB) the Commitments Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may not be increased without required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. The Administrative Agent shall, with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of Company, reallocate the Revolving Commitments representing an Credit Exposures on the effective date of such increase in ratably among the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Lenders (for purposes of determining compliance with this clause (vincluding new Lenders) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. The Borrower has requested that the ----------------------- aggregate Term Loan Commitments and Revolving Loan Commitments be increased pro rata by an aggregate maximum principal amount of $10,000,000 ($7,500,000 with respect to the Revolving Loan Commitments and $2,500,000 with respect to the Term Loan Commitments) (the amount of such increase called the "Commitment Increase"). For a period of 120 days after the Closing Date, the Agent shall use its best commercially reasonable efforts to syndicate the Commitment Increase through the increase of the Term Loan Commitments and Revolving Loan Commitments of Lenders (each such Lender which is willing to increase its Commitment being a "Step-up Lender") and/or by the addition of one or more new lenders agreed to by the Borrower whose approval shall not be unreasonably withheld or delayed (a "New Lender"). Any such Commitment Increase shall be effective as of the date the Agent completes such syndication, whereupon it shall promptly give written notice thereof to the Borrower, the Lenders, the Step-up Lenders and the New Lenders, as the case may be, and shall be effective as of the day after such notice is given (the "Commitment Increase Date"); provided, however, that: -------- ------- ---- (a) If such notice of Commitment Increase shall specify as to each Step- Up Lender and/or New Lender, the amount of the Commitment of such Lender after giving effect to such Commitment Increase; (b) it shall be in each Lender's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase; (c) the Borrower may not propose any more Commitment Increases other than the one reflected in the first sentence of this Section 2.3; ----------- (d) the minimum proposed Commitment Increase shall be $10,000,000; (e) in no event shall the aggregate Term Loan Commitments and Revolving Loan Commitments (after giving effect to such Commitment Increase) exceed $15,000,000 and $45,000,000, respectively; (f) no Commitment Increase shall be permitted at any time the Commitments shall have been reduced or terminated; and (g) no Default or Event of Default shall have occurred and be continuing and no eventon such Commitment Increase Date. If by 10:00 A.M., change or condition has occurred that has hadChicago time, or could reasonably be expected to have, a Material Adverse Effect, since on the Effective proposed Commitment Increase Date, the Borrowers may at any time from time to time prior Agent shall have received to the Maturity Date request one or more increases satisfaction of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing each of the amount of such proposed increase following (each such notice, a “the "Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.Closing Items"):

Increase of Commitments. (ai) If Subject to this Section 2.04(c), the Borrowers may, at any time after the Effective Date by notice to the Administrative Agent, propose an increase in the Aggregate Commitments hereunder (each such proposed increase being a “Commitment Increase”) either by having a Lender increase its Commitment (each an “Increasing Lender”) or by having a Person which is not then a Lender become a party hereto as a Lender with a new Commitment hereunder (each an “Additional Commitment Increase Lender”), each such Additional Commitment Increase Lender being reasonably acceptable to the Administrative Agent. Such notice shall specify (i) the name of each Increasing Lender and/or Additional Commitment Increase Lender, as applicable, (ii) the amount of the Commitment Increase and the portion thereof being committed to by each such Increasing Lender or Additional Commitment Increase Lender and (iii) the date on which such Commitment Increase is to be effective (a “Commitment Increase Date”). (ii) Each Commitment Increase shall be subject to the following conditions: (A) unless the Administrative Agent otherwise agrees, each Commitment Increase shall be in an amount of at least $50,000,000 (or lesser remaining amount available pursuant to this Section 2.04(c)); (B) immediately after giving effect to any Commitment Increase, the Aggregate Commitments shall not exceed $3,100,000,000; (C) no Default or Event of Default shall have occurred and be continuing on the relevant Commitment Increase Date; (D) the representations and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, warranties of the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases set forth in this Agreement shall be true and correct in all material respects on and as of the US Revolving CommitmentsCommitment Increase Date (or (A) if any such representation or warranty is expressly stated to have been made as of a specific date, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount as of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, thatspecific date, (iB) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (case of Section 5.05(a), such corresponding increase representations and warranties shall not be deemed to be an additional increaserefer to the most recent financial statements furnished by the Borrowers hereunder, (C) in the case of Section 5.05(b), such representations and warranties shall be deemed to refer to the most recent audited statements furnished by the Borrowers hereunder, (ivD) in the Commitments may not be increased without the consent case of Section 5.06, such representations and warranties shall except any matter which has theretofore been disclosed in writing by any Borrower to the Administrative Agent (which consent will make the same available to each Lender) and (E) in the case of those representations and warranties which are qualified by materiality or Material Adverse Effect, such representations and warranties shall be true and correct in all respects); and (E) the Administrative Agent shall have received such other documentation related to such Commitment Increase as it shall reasonably request. (iii) Each Commitment Increase (and the increase of the applicable Commitment of each Increasing Lender and/or the new Commitment of each Additional Commitment Increase Lender, as applicable, resulting therefrom) shall become effective as of the relevant Commitment Increase Date upon satisfaction of the conditions set forth in Section 2.04(c)(ii) and execution of an amendment to this Agreement (an “Incremental Amendment”), in form and substance reasonably satisfactory to the Borrowers and the Administrative Agent, executed by each of (a) the Borrowers, (b) the Administrative Agent and (c) each Increasing Lender and/or such Additional Commitment Increase Lender pursuant to which, effective as of such Commitment Increase Date, each such Increasing Lender and/or such Additional Commitment Increase Lender, as applicable, shall provide its Commitment (or an increase of its applicable Commitment, as applicable). Each of the parties hereto hereby (A) agrees that, notwithstanding anything to the contrary set forth in Section 10.01, this Agreement and the other Loan Documents may be amended pursuant to an Incremental Amendment executed by each of (a) the Borrowers, (b) the Administrative Agent and (c) each Increasing Lender and/or such Additional Commitment Increase Lender, which shall not require the consent of any other Lenders, to the extent reasonably required to (i) reflect the existence and terms of the Commitment Increase and (ii) effect such other amendments to this Agreement and the other Loan Documents as may be unreasonably withheld necessary or delayedappropriate, in the reasonable opinion of the Administrative Agent and the Borrowers, to effect the provisions of this Section or that have otherwise been approved in accordance with Section 10.01, and the Lenders hereby expressly and irrevocably, for the benefit of all parties hereto, authorize the Administrative Agent to enter into such amendment and (B) consents to the transactions contemplated by this Section 2.04(c) (vincluding, for the avoidance of doubt, payment of interest, fees or premiums as may be set forth in the relevant amendment). (iv) that portion Upon receipt of the Revolving Commitments representing an increase executed Incremental Amendment, together with the documents specified in Section 2.04(c)(ii), the Administrative Agent shall record the information contained in such Incremental Amendment in the Revolving Commitments made pursuant Register and give prompt notice of the relevant Commitment Increase to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Borrowers and the Lenders. On each Commitment Increase Date, if there are Loans then outstanding, (for purposes of determining compliance with this clause (vi) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no each applicable Borrower shall simultaneously prepay in full the outstanding Loans, which may be in violation funded with a Borrowing of this clause Loans under the remaining Aggregate Commitments after giving effect to the applicable Commitment Increase or (vii) unless at the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount request of the aggregate Revolving Commitments Borrowers, each existing Lender shall assign to each Increasing Lender and/or Additional Commitment Increase Lender, and each Increasing Lender and/or Additional Commitment Increase Lender shall purchase from each of the existing Lenders, at par, such Borrower before interests in the Loans outstanding, to the extent necessary to keep outstanding Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date (after giving effect to such increaseCommitment Increase), . The Administrative Agent and (vi) the aggregate amount of such increases during Lenders hereby agree that the term minimum borrowing and prepayment requirements in Section 2.02 and 2.03 of this Agreement shall not exceed $25,000,000apply to the transactions effected pursuant to the preceding sentences. (v) Notwithstanding anything herein to the contrary, no Lender shall have any obligation to agree to increase any of its Commitments hereunder and any election to do so shall be in the sole and absolute discretion of such Xxxxxx. This Section shall supersede any provisions in Section 2.11 or 10.01(y) to the contrary.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior to after the Maturity Date request one or more increases of the US Revolving CommitmentsRestatement Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0004,825,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein provided, shall require if not already a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Lender hereunder, (ivA) shall be subject to the Commitments may not be increased without the consent approval of the Administrative Agent and each Issuing Bank (which consent approval shall not be unreasonably withheld or delayed), (B) shall complete an Administrative Questionnaire and (vC) that portion of shall become a party hereto by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving Commitments made applicable notices delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (x) such Increasing Lender shall only thereafter be available for deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and shall be subject to all obligations of, a Lender hereunder and (y) Schedule 2.01 shall be deemed to have been amended to reflect the issuance Commitments of Letters such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of Credit hereunder any Commitment Increase with respect to a Lender already a party hereto, Schedule 2.01 shall be deemed to have been amended to reflect the increased Commitment of such Lender. For the avoidance of doubt, no Lender may be made an Increasing Lender without its consent. (for purposes b) On the Increase Effective Date, which shall not be less than 30 days prior to the Maturity Date, (i) the aggregate principal amount of determining compliance with this clause the Loans outstanding immediately prior to giving effect to the applicable Commitment Increase on the Increase Effective Date (vthe “Initial Loans”) Letters of Credit shall be deemed to be repaid, (ii) after the last credit extended under a Revolving effectiveness of the Commitment - it being intended that no Increase, the Borrower shall be deemed to have made new Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless an aggregate principal amount equal to the aggregate principal amount of Revolving the Initial Loans and Protective Advances outstanding of the Types, in the currencies and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03, (iii) each Lender shall pay to the Administrative Agent in same day funds and in the applicable currencies of the relevant Borrowings an amount equal to the difference, if positive, between (A) such Borrower exceed Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the Subsequent Borrowings and (B) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans and (B) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the amount of the aggregate Revolving Commitments Subsequent Borrowings, (v) each Increasing Lender and each other Lender shall be deemed to such Borrower before hold its Applicable Percentage of each Subsequent Borrowing (each calculated after giving effect to such increase), the Commitment Increase) and (vi) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on the Initial Loans. The deemed payments made pursuant to clause (i) above in respect of each non-ABR Loan shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.15 if the Increase Effective Date occurs other than on the last day of the Interest Period relating thereto and breakage costs result. Notwithstanding the foregoing, the Administrative Agent may, in its discretion, implement other procedures (such as non-pro rata Borrowings while current Interest Periods are in effect) in order to minimize or eliminate breakage costs in connection with any such increase. (c) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) shall become effective under this Section unless, on the date of such increases during increase, the term conditions set forth in paragraphs (a) and (b) of this Agreement Section 4.02 shall be satisfied (with all references in such paragraphs to a Borrowing being deemed to be references to such increase) and the Administrative Agent shall have received, not exceed $25,000,000later than 11:00 a.m., New York City time, on the Increase Effective Date, a certificate to that effect dated such date and executed by a Financial Officer of each Loan Party.

Increase of Commitments. (a) If Subject to the conditions set forth in Section 2.17(b), the Borrower may, from time to time (including in connection with any redetermination of the Borrowing Base), increase the existing Total Commitment then in effect (any such increase a “Incremental Increase”) by increasing the Commitment of a Lender (an “Increasing Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Lender”). (b) Any Incremental Increase shall be subject to the following additional conditions: (i) no Default or Incremental Increase shall be less than $25,000,000 (and increments of $1,000,000 above that minimum) unless the Administrative Agent otherwise consents, and no Incremental Increase shall be permitted if after the funding thereof the Total Commitment would exceed the Maximum Aggregate Amount; (ii) (A) no Event of Default shall have occurred and be continuing continuing, (B) the representations and no eventwarranties of the Borrower and the other Credit Parties in the Credit Documents (other than, change during a Specified Period, those set forth in Sections 8.4 and 8.20) shall be true and correct in all material respects (unless such representations and warranties are already qualified by materiality or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in which case they are true and correct in all respects) with the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases same effect as though such representations and warranties had been made on and as of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount date of such proposed increase Incremental Increase (each except where such noticerepresentations and warranties expressly relate to an earlier date, a “Commitment Increase Notice”); providedin which case such representations and warranties shall have been true and correct in all material respects (unless such representations and warranties are already qualified by materiality or Material Adverse Effect, however, that, in which case they shall be true and correct in all respects) as of such earlier date) and (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (iiC) the aggregate amount of Borrower shall be in compliance, on a Pro Forma Basis, with the Commitments as so increased shall not exceed $175,000,000, Financial Performance Covenants; (iii) any increase in either the Canadian Revolving no Lender’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of such Lender; (iv) the Administrative Agent, the Swingline Lenders and the Letter of Credit Issuers must consent to the addition of any Additional Lender to the extent the consent of such Person would be required if an assignment were being made to such proposed Additional Lender under Section 13.6(b); (v) after giving effect to the requested Incremental Increase, the Borrower shall not have requested more than five Incremental Increases prior to the Termination Date; (vi) the maturity date of any Incremental Increase shall be the same as the Maturity Date; and (vii) any Incremental Increase shall be on the exact same terms and pursuant to the exact same documentation (including the Applicable Margin) applicable to this Agreement (other than with respect to any arrangement, structuring, upfront or other fees or discounts payable in connection with such Incremental Increase). (c) Each Increasing Lender and Additional Lender (if any) shall execute and deliver to the Borrower and the Administrative Agent, the Swingline Lenders and the Letter of Credit Issuers customary documentation (any such documentation, an “Incremental Agreement”) implementing any Incremental Increase. Upon receipt by the Administrative Agent of one or more executed Incremental Agreements increasing the Commitments of Lenders and/or adding Commitments from Additional Lenders as provided in this Section 2.17, (which consent i) the Total Commitment shall not be unreasonably withheld increased automatically on the effective date set forth in such Incremental Agreements by the aggregate amount indicated in such Incremental Agreements without further action by the Borrower, the Administrative Agent, any Swingline Lender, any Letter of Credit Issuer or delayedany Lender, (ii) (vSchedule 1.1(a) that portion and the Register shall each be amended to reflect the Incremental Increase, and the Commitment Percentages of the Revolving Commitments representing an increase in Lenders shall be adjusted accordingly to reflect the Revolving Commitments made pursuant Incremental Increase, (iii) the Administrative Agent shall distribute to this Section 2.22 shall only be available for the issuance of Letters Borrower, the Administrative Agent, the Swingline Lenders, the Letter of Credit hereunder Issuers and each Lender the revised Schedule 1.1(a), (for purposes of determining compliance with this clause (viv) Letters of Credit any such Additional Lender shall be deemed to be a party in all respects to this Agreement and any other Credit Documents to which the last credit extended under Lenders are a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause party, and (v) unless upon the principal amount of Revolving Loans and Protective Advances outstanding effective date set forth in such Incremental Agreement, the Lenders party to such Borrower exceed the amount Incremental Agreement shall purchase a pro rata portion of the aggregate Revolving Commitments to outstanding Loans (including participations in L/C Obligations or Swingline Loans) of each of the current Lenders such Borrower before giving effect to such increase)that each Lender (including any Additional Lender, if applicable) shall hold its respective Commitment Percentage of the outstanding Loans (and (viparticipation interests in participations in L/C Obligations or Swingline Loans) as reflected in the aggregate amount of such increases during the term of revised Schedule 1.1(a) required by this Agreement shall not exceed $25,000,000Section 2.17.

Increase of Commitments. (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 (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $10,000,000, the requested date of increase (the “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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1,000,000 or an integral multiple of $1,000,000 in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) Schedule 1.1 shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. Each Additional Lender may request a Note in accordance with Section 4.5. (iv) If on the Requested Increase Date there are any Revolving Credit Loans outstanding hereunder, the outstanding Revolving Credit Loans and Commitment Percentages of Swingline Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Requested Increase Date among the Lenders (including the Increasing Lenders providing such Commitment Increase) in accordance with their revised Commitment Percentages (and the Lenders (including the Increasing Lenders providing such Commitment Increase) agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 10.4(d) in connection with such reallocation as if such reallocation were a repayment). (v) The Borrower may not exercise its rights under this Section 4.13 more than once in each successive annual period commencing on the Closing Date. (b) Anything in this Section 4.13 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since (y) the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases representations and warranties of the US Revolving Commitments, Canadian Revolving Commitments or Borrower in Article VI (subject to updating in the UK Revolving Commitments by notice to the Administrative Agent case of Section 6.14) shall be true and correct in writing of the amount all material respects as if made on and as of such proposed increase date (each unless expressly stated to relate to an earlier date, in which case such notice, a “Commitment Increase Notice”representations and warranties shall be true and correct in all material respects as of such earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, ; (ii) the Administrative Agent shall have received on or before the relevant Requested Increase Date: (A) certified copies of resolutions of the Board of Directors of the Borrower approving the Commitment Increase and (B) an opinion of counsel for the Borrower reasonably satisfactory to the Administrative Agent; and (iii) after giving effect to any such increase the aggregate amount of all such increases to the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for 4.13 after the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement Closing Date shall not exceed $25,000,000250,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, request (i) incremental Revolving Commitments (the “New Revolving Commitments”) or (ii) the establishment of one or more new term loan commitments (the “New Term Commitments”, and together with the New Term Commitments, the “Incremental Commitments”) in writing an amount not to exceed the aggregate amount of $500,000,000 for all Incremental Commitments from one or more additional Lenders (which may include any existing Lender) willing to provide such Incremental Commitments in their own discretion. Each such request for an Incremental Commitment shall be in the minimum amount of $25,000,000. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the amount Borrower, to arrange a syndicate of Lenders willing to hold the requested Incremental Commitments. If (x) Lenders are willing to provide such proposed New Revolving Commitments, the Revolving Commitments may be increased from time to time (the “New Revolving Loans”) by the addition of a new Revolving Lender or the increase of the Revolving Commitment of an existing Lender (each such noticeeach, a “New Revolving Lender”) with the consent of only the Borrower, the Administrative Agent, and such New Revolving Lenders or (y) Lenders are willing to provide such New Term Commitments, term loans may be made hereunder (the “New Term Loans”) by such Lenders (each, a “New Term Lender”) with the consent of only the Borrower, the Administrative Agent and such New Term Lenders, in each case so long as the Aggregate Commitment Increase Noticeplus the aggregate amount of New Term Loans made hereunder does not exceed $1,450,000,000 less any voluntary reductions in the Revolving Commitments after the Closing Date pursuant to Section 2.1(c). Nothing in this Section 2.1(d) shall constitute or be deemed to constitute an agreement by any Lender to provide Incremental Commitments hereunder. Any Incremental Commitments shall be evidenced by the execution and delivery of an amendment to this Agreement by the Borrower, the Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, providing such Incremental Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Each such amendment executed in connection with an Incremental Commitment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the good faith judgment of Administrative Agent, to effect the provisions of this Section 2.1(d), subject to approval by the Borrower and the New Revolving Lenders or New Term Lenders, as applicable, including without limitation to (w) include the New Revolving Lenders and/or New Term Lenders as “Lenders” hereunder, (x) include the New Revolving Commitments and/or New Term Commitments as “Commitments” hereunder, (y) to include the New Revolving Loans and New Term Loans as “Loans” hereunder, and (z) to include the New Revolving Lenders, the New Revolving Commitments and the New Revolving Loans and/or the New Term Lenders, the New Term Commitments and the New Term Loans for purposes of the definition of “Required Lenders”); provided, provided however, thatthat any amendments to Articles V through VIII, inclusive, that adversely affect a Lender or any amendment to provisions of this Agreement other than those effecting this Section 2.1(d) shall be subject to Section 8.2. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders. On the effective date of each such increase in the Revolving Commitments, the Borrower and the Administrative Agent shall cause the New Revolving Lenders to hold their pro rata share of all ratable Revolving Borrowings outstanding at the close of business on such day, by either funding more than its or their pro rata share of new ratable Revolving Borrowings made on such date or purchasing shares of outstanding ratable Revolving Loans held by the other Revolving Lenders or a combination thereof. The Revolving Lenders agree to cooperate in any required sale and purchase of outstanding ratable Revolving Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Term Benchmark Borrowings or RFR Borrowings. On the effective date of any New Term Commitments of any Series, (i) none each New Term Lender of any Series shall make a New Term Loan to the Borrower in an amount equal to its New Term Commitment of such Series, and (ii) each New Term Lender of any Series shall become a Lender hereunder with respect to the New Term Commitments of such Series and the New Term Loans of such Series made pursuant thereto. Any New Term Loans made on such effective date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement. The terms and provisions of the US New Revolving CommitmentLoans and New Revolving Commitments shall be identical to the existing Revolving Loans and Revolving Commitments. The terms of any New Term Loans of any Series (a) shall not provide for any amortization payments on or prior to the Facility Termination Date, but may permit voluntary prepayment, (b) shall provide that the applicable New Term Loan maturity date of each Series shall be no earlier than the Facility Termination Date, (c) shall provide that any guarantees provided in respect of the New Term Loans shall also guarantee the other Obligations and (d) shall include such other terms and pricing as may be agreed by the Borrower, the Canadian Revolving Administrative Agent and the New Term Lenders. Notwithstanding the foregoing, no Incremental Commitment shall become effective under this Section 2.1(d) unless (i) on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied or otherwise waived by the UK Revolving Commitment Lenders with Incremental Commitments and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of any Revolving Lender may be increased without such Revolving Lender’s consentthe Borrower, (ii) the aggregate amount Administrative Agent shall have received a certificate of an Authorized Officer of the Commitments Borrower as so increased shall not exceed $175,000,000to the board resolutions evidencing authority for such Incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, (iii) any increase the Borrower shall be in either pro forma compliance with the Canadian Revolving Commitment or covenants set forth in Section 6.18 after giving effect to the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed Loans to be an additional increase)made on such date pursuant to such Incremental Commitments and the application of the proceeds therefrom as if made and applied on such date, (iv) the Commitments may not be increased without Borrower shall deliver any legal opinions reasonably requested by the consent Administrative Agent in connection with such Incremental Commitments, consistent with those delivered on the Closing Date, and (v) the Borrower shall have paid all reasonable and documented out-of-pocket costs and expenses of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for 9.7 and all agreed-upon fees payable to the issuance of Letters of Credit hereunder (for purposes of determining compliance Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, in connection with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Incremental Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Revolving Commitments as so increased shall not exceed $175,000,000300,000,000, (iii) any increase in either and the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) and further provided that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000100,000,000. (b) The Borrowers may, in their 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 increased Revolving Commitments, by notifying the Administrative Agent; provided, that the Revolving Commitment of any New Lender shall not be less than $15,000,000 and shall be in an integral multiple of $5,000,000. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such commitments to certain existing Lenders or to the additional banks or financial institutions identified therein, the Administrative Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of the increased Revolving Commitments. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocable. (c) Any existing Lender that accepts the Borrowers’ offer to increase its Revolving Commitment shall execute a Commitment Increase Agreement with the Borrowers and the Administrative Agent, whereupon such Lender shall be bound by, and entitled to the benefits of, this Agreement with respect the full amount of its Revolving Commitment as so increased. (d) Any additional bank or financial institution which is not an existing Lender and which accepts the Borrowers’ offer to participate in the increased Revolving Commitments shall execute and deliver to the Administrative Agent and the Borrowers a New Lender Agreement setting forth its Revolving Commitment (subject to the limitations on the amounts thereof set forth herein), and upon the effectiveness of such New Lender Agreement such bank or financial institution (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and the signature pages hereof shall be deemed to be amended to add the name of such New Lender. (e) Upon any increase in the Revolving Commitments pursuant to this Section 2.21, the Commitment Schedule shall be deemed amended to reflect the Revolving Commitment of each Lender (including any New Lender) as thereby increased.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at any time from time to time request that the Aggregate Commitment be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or (i) the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $80,000,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.09; (ii) the Borrower shall not make any such request during the six month period following any reduction in the Aggregate Commitment previously made pursuant to Section 2.09; (iii) the Borrower shall not be entitled to make any such request more frequently than once in each 12-month period; and (iv) each such request shall be in a minimum amount of at least $5,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Borrower not less than twenty (20) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in proportions that their respective Commitments as so increased bear to the Aggregate Commitment. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the date that is ten (10) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such ten (iii10) Business Day period shall be deemed to have denied any increase in either its Commitment. In the Canadian Revolving Commitment or event that the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase increases of Commitments set forth in the US Revolving Lender Increase Notices exceed the amount requested by the Borrower in the Commitment Increase Notice, the Administrative Agent shall have the right, in consultation with the Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Borrower, not later than three (such corresponding increase 3) Business Days prior to the proposed effective date the Borrower may notify the Administrative Agent of any financial institution that shall not have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice. Any Proposed New Lender shall be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld withheld). If the Borrower shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, then the Borrower shall be deemed to have reduced the amount of its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Borrower and the Lenders on or delayedbefore the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (vA) the Borrower shall have obtained the consent thereto of each Subsidiary Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (C) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit D hereto, (D) counsel for the Borrower and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (E) the Borrower and each Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the Borrower. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time. (b) For purposes of this clause (b), (A) the term “Buying Lender(s)” shall mean (1) each Lender the Effective Commitment Amount of which is greater than its Commitment prior to the effective date of any increase in the Aggregate Commitment, and (2) each Proposed New Lender that is allocated an Effective Commitment Amount in connection with any Commitment Increase Notice, (B) the term “Selling Lender(s)” shall mean each Lender whose Commitment is not being increased from that in effect prior to such increase in the Aggregate Commitment and (C) the term “Percentage” shall mean with respect to any Lender, the percentage obtained by dividing (w) such Lender’s Commitment at such time (as adjusted from time to time in accordance herewith) by (x) the total Commitments at such time (as adjusted from time to time in accordance herewith); provided, if all of the Commitments are terminated pursuant hereto, then “Percentage” means the percentage obtained by dividing (y) such Lender’s Revolving Credit Exposures by (z) the total Revolving Credit Exposures of all the Lenders. Effective on the effective date of any increase in the Aggregate Commitment pursuant to clause (a) above, each Selling Lender hereby sells, grants, assigns and conveys to each Buying Lender, without recourse, warranty, or representation of any kind, except as specifically provided herein, an undivided percentage in such Selling Lender’s right, title and interest in and to its Revolving Credit Exposure in the respective Dollar Amounts and percentages necessary so that, from and after such sale, each such Selling Lender’s Revolving Credit Exposure shall equal such Selling Lender’s Percentage (calculated based upon the Effective Commitment Amounts) of the aggregate Revolving Credit Exposures. Effective on the effective date of the increase in the Aggregate Commitment pursuant to clause (a) above, each Buying Lender hereby purchases and accepts such grant, assignment and conveyance from the Selling Lenders. Each Buying Lender hereby agrees that its respective purchase price for the portion of the Revolving Commitments representing an increase in Credit Exposure purchased hereby shall equal the respective Dollar Amount necessary so that, from and after such payments, each Buying Lender’s Revolving Commitments made pursuant to this Section 2.22 Credit Exposure shall only be available for equal such Buying Lender’s Percentage (calculated based upon the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (vEffective Commitment Amounts) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments Credit Exposures. Such amount shall be payable on the effective date of the increase in the Aggregate Commitment by wire transfer of immediately available funds to the Administrative Agent. Each Selling Lender hereby represents and warrants to each Buying Lender that such Selling Lender owns the Revolving Credit Exposure being sold and assigned hereby for its own account and has not sold, transferred or encumbered any or all of its interest in such Loans, except for participations which will be extinguished upon payment to Selling Lender of an amount equal to the portion of the Revolving Credit Exposure being sold by such Selling Lender. Each Buying Lender hereby acknowledges and agrees that, except for each Selling Lender’s representations and warranties contained in the foregoing sentence, each such Buying Lender has entered into its Commitment and Acceptance with respect to such Borrower before giving effect to such increase)increase on the basis of its own independent investigation and has not relied upon, and (vi) will not rely upon, any explicit or implicit written or oral representation, warranty or other statement of the aggregate amount of such increases during Lenders or the term Agent concerning the authorization, execution, legality, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement shall not exceed $25,000,000or the other Loan Documents. The Borrower hereby agrees to compensate each Selling Lender for all losses, expenses and liabilities incurred by each Lender in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof.

Increase of Commitments. (ai) If Subject to this Section 2.04(c), the Borrowers may, at any time after the Effective Date by notice to the Administrative Agent, propose an increase in the Aggregate Commitments hereunder (each such proposed increase being a “Commitment Increase”) either by having a Lender increase its Commitment (each an “Increasing Lender”) or by having a Person which is not then a Lender become a party hereto as a Lender with a new Commitment hereunder (each an “Additional Commitment Increase Lender”), each such Additional Commitment Increase Lender being reasonably acceptable to the Administrative Agent. Such notice shall specify (i) the name of each Increasing Lender and/or Additional Commitment Increase Lender, as applicable, (ii) the amount of the Commitment Increase and the portion thereof being committed to by each such Increasing Lender or Additional Commitment Increase Lender and (iii) the date on which such Commitment Increase is to be effective (a “Commitment Increase Date”). (ii) Each Commitment Increase shall be subject to the following conditions: (A) unless the Administrative Agent otherwise agrees, each Commitment Increase shall be in an amount of at least $50,000,000 (or lesser remaining amount available pursuant to this Section 2.04(c)); (B) immediately after giving effect to any Commitment Increase, the Aggregate Commitments shall not exceed $3,100,000,000; (C) no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “relevant Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.Date;

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Credit Commitments or Canadian Revolving Commitments or the UK Revolving Credit Commitments by notice to the Administrative Agent and the Canadian Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”"COMMITMENT INCREASE NOTICE"); provided, however, that, (i1) none of neither the US Revolving Commitment, Credit Commitment nor the Canadian Revolving Commitment or the UK Revolving Credit Commitment of any Revolving Lender may be increased without such Revolving Lender’s 's consent, and (ii2) the aggregate amount of the Revolving Credit Commitments as so increased shall not exceed $175,000,000, (iii) 450,000,000. Any such Commitment Increase Notice delivered with respect to any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Credit Commitments must offer each US Revolving Lender an opportunity to subscribe for its Applicable Percentage of the increased US Revolving Credit Commitments. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Canadian Revolving Credit Commitments must offer each Canadian Lender an opportunity to subscribe for its Applicable Percentage of the increased Canadian Revolving Credit Commitments. The Administrative Agent or the Canadian Administrative Agent, as applicable, shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its US Revolving Credit Commitment or Canadian Revolving Credit Commitment (as applicable) shall notify the applicable Agent in writing no later than ten (10) Business Days after receipt of notice from such corresponding Agent. Any Lender that does not notify the applicable Agent within the time period specified above that it will increase shall not its US Revolving Credit Commitment or Canadian Revolving Credit Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its US Revolving Credit Commitment or Canadian Revolving Credit Commitment shall be an additional increase)irrevocable. (b) If any proposed increase in the US Revolving Credit Commitments or Canadian Revolving Credit Commitments is not fully subscribed by the existing Lenders pursuant to the procedure outlined in clause (a) preceding, (iv) the Commitments may not be increased without Borrowers may, in their sole discretion, but with the consent of the Administrative Agent or the Canadian Administrative Agent, as applicable, as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed) (v) that ), 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 such unsubscribed portion of the increased US Revolving Credit Commitments representing or Canadian Revolving Credit Commitments, by notifying the Administrative Agent or the Canadian Administrative Agent, as applicable; provided, that the US Revolving Credit Commitment or Canadian Revolving Credit Commitment of any new Lender shall not be less than $25,000,000 and shall be in an integral multiple of $5,000,000. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such unsubscribed commitments to certain existing Lenders or to the additional banks or financial institutions identified therein, the Administrative Agent or the Canadian Administrative Agent, as applicable shall notify such proposed lenders of the opportunity to participate in all or a portion of such unsubscribed portion of the increased US Revolving Credit Commitments or Canadian Revolving Credit Commitments. (c) Any existing Lender that accepts Borrowers' offer to increase its US Revolving Credit Commitment or Canadian Revolving Credit Commitment shall execute a Commitment Increase Agreement with the applicable Borrowers and Agent, whereupon such Lender shall be bound by, and entitled to the benefits of, this Agreement with respect the full amount of its US Revolving Credit Commitment or Canadian Revolving Credit Commitment, as applicable, as so increased. (d) Any additional bank or financial institution which is not an existing Lender and which accepts Borrowers' offer to participate in the increased US Revolving Credit Commitments made pursuant or Canadian Revolving Credit Commitments shall execute and deliver to the applicable Agent and Borrower a New Lender Agreement setting forth its US Revolving Credit Commitment or Canadian Revolving Credit Commitment (subject to the limitations on the amounts thereof set forth herein), and upon the effectiveness of such New Lender Agreement such bank or financial institution (a "NEW LENDER") shall become a US Revolving Lender or Canadian Revolving Lender, as applicable, for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Section 2.22 shall only be available for Agreement, and the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit signature pages hereof shall be deemed to be amended to add the last credit extended under a name of such New Lender. (e) Upon any increase in the US Revolving Commitment - it being intended that no Borrower Credit Commitments or Canadian Revolving Credit Commitments pursuant to this Section 2.25, Annex I shall be in violation deemed amended to reflect the US Revolving Credit Commitment or Canadian Revolving Credit Commitment of this clause each Lender (vincluding any New Lender) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000as thereby increased.

Increase of Commitments. At any time, but not more than five (a5) If times during the term of this Agreement, the Borrower may request that the aggregate of the Commitments (the “Aggregate Commitment”) be increased by increasing the Revolving Commitments and/or obtaining incremental Term Loans hereunder; provided that (i) the Aggregate Commitment shall at no Default or Event time exceed $175,000,000 and (ii) each such request shall be in a minimum amount of Default $5,000,000. Any such incremental Term Loans (A) shall have occurred rank pari passu in right of payment and be continuing of security with the Revolving Loans and no eventall other Term Loans, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since (B) shall not mature earlier than the Effective Maturity Date, (C) shall not have a weighted average life that is shorter than the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases then-remaining weighted average life of the US Revolving Commitmentsinitial Term Loans, Canadian Revolving Commitments or and (D) shall be otherwise treated substantially the UK Revolving Commitments by same as (and in any event no more favorably than) the other Term Loans (in each case, including with respect to pricing and mandatory and voluntary prepayments). Each such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Borrower not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Commitment (Aggregate Commitment, whether such corresponding increase shall not be deemed is to be an additional allocated to the Revolving Commitments and/or incremental Term Loans and the proposed effective date of such increase), . The Borrower may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (iva “Proposed New Lender”) in connection with the Commitments may not Commitment Increase Notice and any Proposed New Lender shall be increased without the consent of consented to by the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower, the Lenders and any Proposed New Lender on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance amount of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a each Lender’s and Proposed New Lender’s Revolving Commitment - it being intended that no Borrower shall be in violation of this clause and/or incremental Term Loan commitment (vcollectively, the “Effective Commitment Amount”) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except to the extent that any such representation or warranty relates solely to any earlier date, in which case it should have been true and correct in all material respects as of such earlier date) and no event shall have occurred and then be continuing which constitutes a Default, (B) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Revolving Commitments Commitment” or incremental Term Loans in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrower and each Proposed New Lender shall otherwise have executed and delivered such Borrower before other instruments and documents that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Credit Exposures on the effective date of such increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurodollar Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment or provide incremental Term Loans at any time.

Increase of Commitments. (a) If Subject to Section 2.17(b), the Borrower may increase the Aggregate Commitment then in effect by entering into an Incremental Commitment Agreement with one or more banks or financial institutions (each an “Incremental Lender”), pursuant to which each such Incremental Lender’s Revolving Loan Commitment shall be increased or, if such Incremental Lender was not a Lender prior to entering such Incremental Commitment Agreement, pursuant to which such Incremental Lender makes and is allocated a Revolving Loan Commitment. (b) Any increase in the Aggregate Commitment pursuant to this Section 2.17 will be subject to the satisfaction of the following conditions: (i) no Default or Event of Default has occurred and is continuing; (ii) the Borrower and each Incremental Lender shall have executed and delivered an Incremental Commitment Agreement and each Incremental Lender, if not already a Lender, shall have delivered to the Agent a completed administrative questionnaire; (iii) the Agent shall have delivered its prior written consent, which consent shall not be unreasonably withheld, to each such Incremental Lender, unless such Incremental Lender is already a Lender or an Affiliate of a Lender; (iv) each such increase shall be at least $5,000,000; (v) the cumulative increase in Revolving Loan Commitments pursuant to this Section 2.19 shall not exceed $50,000,000; (vi) no event shall have occurred since December 31, 2009, with respect to Borrower and be continuing and no eventits Subsidiaries, change or condition has occurred taken as a whole, that has hadresulted, or could reasonably be expected to haveresult, in a Material Adverse EffectChange; (vii) on the effective date of such increase, since no Eurodollar Loan shall be outstanding or if any Eurodollar Loans are outstanding, then the Effective Date, effective date of such increase will be the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases last day of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent Interest Period in writing of the amount respect of such proposed increase Eurodollar Loans unless the Borrower pays compensation pursuant to Section 3.5; (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (iiviii) the aggregate amount of the Lenders’ Revolving Loan Commitments as so increased shall not exceed $175,000,000175,000,000 without the approval of all Lenders; and (ix) the Agent shall have received such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Agent may reasonably request with respect thereto, in each case in form and substance reasonably satisfactory to the Agent. (c) Upon the effectiveness of each Incremental Commitment Agreement executed by an Incremental Lender, (i) such Incremental Lender will become a Lender for all purposes and to the same extent as if originally a party hereto and will be bound by and entitled to the benefits of this Agreement, (ii) the Revolving Loan Commitments and Aggregate Commitment will be deemed to include the new or increased Revolving Loan Commitment of such Incremental Lender, and (iii) any increase such Incremental Lender shall purchase a pro rata portion of the outstanding Loans (and participation interests in either Letters of Credit) from each of the Canadian other Lenders (and such Lenders hereby agree to sell and to take all such further action to effectuate such sale) so that each Lender (including each Incremental Lender) holds its Percentage Share of the Revolving Facility Usage. (d) Upon its receipt of a duly completed Incremental Commitment or Agreement, executed by the UK Revolving CommitmentBorrower and each Incremental Lender party thereto, each as herein providedand the administrative questionnaire referred to in Section 2.17(b)(ii), and subject to the satisfaction of the other conditions of Section 2.17, the Agent shall require a corresponding dollar per dollar accept such Incremental Commitment Agreement and record the information contained therein in the Register. No increase in the US aggregate Revolving Commitment (such corresponding increase shall not Loan Commitments will be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (effective for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) Agreement unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this relevant Incremental Commitment Agreement shall not exceed $25,000,000have been delivered to the Agent.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Effective 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 ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5 million, the requested date of increase (the “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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Requested Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and immediately after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, applicable Loan Documents; (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase)Commitment Increases, and (vi) the principal aggregate amount of all such increases during Commitment Increases incurred or issued since the term of this Agreement Effective Date shall not exceed $25,000,000the then available Incremental Amount; (iv) after giving effect to any such Commitment Increase, the Loan Parties shall be in pro forma compliance with the Financial Covenant for the most recently ended Reference Period for which financial statements have been (or were required to be) delivered to the Administrative Agent and the Borrower shall have delivered to the Administrative Agent reasonably detailed calculations demonstrating such compliance; and (v) except as otherwise specifically set forth herein or as may otherwise be agreed by the Administrative Agent, all of the other terms and conditions applicable to such Commitment Increase shall be identical to the terms and conditions applicable to the Revolving Credit Loans (other than with respect to any upfront fees, which may be as agreed by the Borrower and the Lenders providing such Commitment Increase). For the avoidance of doubt, any loans under any Commitment Increase shall be treated ratably in terms of right to payment and prepayment with loans under the Revolving Credit Loans and/or Commitments outstanding prior to the effectiveness of such Commitment Increase.

Increase of Commitments. (a) If The Borrower may increase, at Borrower’s request, the then effective aggregate principal amount of the Revolving Commitments and/or Term Loan Commitments; provided that (1) the aggregate principal amount of the increases in the Revolving Commitments and/or Term Loan Commitments pursuant to this Section 2.23 shall not exceed $100,000,000; (2) the Borrower shall execute and deliver such documents and instruments and take such other actions as may be reasonably required by Administrative Agent in connection with such increases and at the time of any such proposed increase; (3) no Default or Event of Default shall have occurred and be continuing or would occur after giving effect to such increase, all representations and warranties of each Loan Party set forth in the Loan Documents, all Notices of Borrowing, all Notices of Conversion/Continuation and all Compliance Certificates shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) and since December 31, 2009, there shall have been no event, change or condition which has occurred that has had, had or could reasonably be expected to have, have a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase ; (each such notice, a “Commitment Increase Notice”); provided, however, that, 4) (i) none of any incremental Term Loans made under this Section 2.23 (“Incremental Term Loans”) shall have a maturity date no earlier than the US Revolving CommitmentTerm Loan Maturity Date, and shall have a Weighted Average Life to Maturity no shorter than the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentTerm Loans referenced under Section 2.5, and (ii) the aggregate incremental Revolving Commitments provided under this Section 2.23 (“Incremental Revolving Commitments”) shall have an expiration date no earlier than the Revolving Commitment Termination Date; (5) Borrower and its Subsidiaries shall be in pro forma compliance with each of the financial covenants specified in Article VI, measuring Consolidated Total Funded Debt for purposes of Section 6.1 as of the date of such increase is effective giving effect to any Incremental Term Loans and/or loans under the Incremental Revolving Commitments to be funded on such date, and otherwise recomputing the covenants set forth in Article VI as of the most recently ended Fiscal Quarter for which financial statements have been delivered, calculated as if such Incremental Term Loans had been made as of the first day of the relevant period for testing compliance; (6) if the Initial Yield applicable to the Incremental Term Loans or Incremental Revolving Commitments exceeds by more than 50 basis points the sum of the Applicable Margin then in effect for Eurodollar Term Loans or Eurodollar Revolving Loans, as the case may be, plus one fourth of the Up-Front Fees paid in respect of the existing Term Loans and the existing Revolving Commitments (“Existing Yield”), then the Applicable Margin of the existing Term Loans or existing Revolving Loans, as applicable, shall increase by an amount equal to the difference between Initial Yield and the Existing Yield; (7) any collateral securing such Incremental Revolving Commitments and/or Incremental Term Loans shall also secure all other Obligations on a pari passu basis; and (8) all other terms and conditions with respect to the Incremental Revolving Commitments and/or Incremental Term Loans shall be reasonably satisfactory to Administrative Agent. The Borrower may also, but is not required to, specify any fees offered to those Lenders (the “Increasing Lenders”) which agree to increase the principal amount of their Revolving Commitments and/or Term Loan Commitments, which fees may be variable based upon the Commitments as so increased shall not exceed $175,000,000, (iii) amount by which any such Lender is willing to increase in either the Canadian principal amount of its Revolving Commitment or the UK Revolving and/or Term Loan Commitment, as applicable. No Lender shall have any obligation, express or implied, to offer to increase the aggregate principal amount of its Revolving Commitment and/or Term Loan Commitment. Only the consent of each as herein provided, Increasing Lender shall require a corresponding dollar per dollar be required for an increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion aggregate principal amount of the Revolving Commitments representing an increase in the Revolving Commitments made and/or Term Loan Commitments, as applicable, pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed 2.23. No Lender which declines to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless increase the principal amount of its Revolving Loans and Protective Advances outstanding Commitment and/or Term Loan Commitment may be replaced in respect to its existing Revolving Commitment and/or Term Loan Commitment, as applicable, as a result thereof without such Borrower exceed Lender’s consent. (b) Each Increasing Lender shall as soon as practicable specify the amount of the aggregate proposed increase that it is willing to assume. The Borrower may accept some or all of the offered amounts or designate new lenders that are acceptable to Administrative Agent (such approval not to be unreasonably withheld) as additional Lenders hereunder in accordance with this Section 2.23 (each such new lender being a “Additional Lender”), which Additional Lenders may assume all or a portion of the Incremental Revolving Commitments and/or the Incremental Term Loans. The Borrower and Administrative Agent shall have discretion jointly to adjust the allocation of the Incremental Revolving Commitments and/or Incremental Term Loans among Increasing Lenders and Additional Lenders. (c) Subject to subsections (a) and (b) of this Section 2.23, any increase requested by the Borrower shall be effective upon delivery to Administrative Agent of each of the following documents: (i) an originally executed copy of any instrument of joinder signed by a duly authorized officer of each Additional Lender, in form and substance reasonably acceptable to Administrative Agent; (ii) a notice to the Increasing Lenders and Additional Lenders, in form and substance reasonably acceptable to Administrative Agent, signed by a Responsible Officer of the Borrower; (iii) a certificate of the Borrower signed by a Responsible Officer, in form and substance reasonably acceptable to Administrative Agent, certifying that each of the conditions in subsection (a) of this Section 2.23 has been satisfied; (iv) to the extent requested by any Additional Lender or Increasing Lender, executed promissory notes evidencing the Incremental Revolving Commitments and the Incremental Term Loan issued by the Borrower in accordance with Section 2.10; and (v) any other certificates or documents that Administrative Agent shall reasonably request, in form and substance reasonably satisfactory to Administrative Agent. Any such increase shall be in a principal amount equal to the sum of the principal amount of the Incremental Revolving Commitments and Incremental Term Loans that the Increasing Lenders and Additional Lenders are willing to assume, as applicable, as adjusted by the Borrower and Administrative Agent pursuant to this Section 2.23. Upon effectiveness of any such increase, the Commitments and Pro Rata Share of each Lender will be adjusted to give effect to the Incremental Revolving Commitments and/or Incremental Term Loans, as applicable. (d) If any Incremental Term Loans or Incremental Revolving Commitments are to have terms that are different from the Term Loans or Revolving Commitments, as applicable, outstanding immediately prior to such Borrower before giving effect to incurrence (any such increaseIncremental Term Loans or Incremental Revolving Commitments, “Non-Conforming Credit Extensions”), all such terms shall be as set forth in a separate assumption agreement among the Borrower, the Lenders providing such Incremental Term Loans and Incremental Revolving Commitments and Administrative Agent, the execution and delivery of which agreement shall be a condition to the effectiveness of the Non-Conforming Credit Extensions. The scheduled principal payments on the Incremental Term Loans to be made pursuant to Section 2.9 shall be ratably increased after the making of any Incremental Term Loans (viother than Term Loans that are Non-Conforming Credit Extensions) under this Section 2.23 by the aggregate principal amount of such increases during Incremental Term Loans. After the term incurrence of any Non-Conforming Credit Extensions that are Term Loans, all optional prepayments of Term Loans shall be allocated ratably between the then-outstanding Term Loans and such Non-Conforming Credit Extensions. If the Borrower incurs Incremental Revolving Commitments under this Section 2.23 regardless of whether such Incremental Revolving Commitments are Non-Conforming Credit Extensions, the Borrower shall, after such time, repay and incur Revolving Loans ratably as between the Incremental Revolving Commitments and the Revolving Commitments outstanding immediately prior to such incurrence. Notwithstanding anything to the contrary in Section 10.2, the Administrative Agent is expressly permitted to amend the Loan Documents to the extent necessary to give effect to any increase pursuant to this Section 2.23 and mechanical changes necessary or advisable in connection therewith (including amendments to implement the requirements in the preceding two sentences, amendments to ensure pro rata allocations of Eurodollar Loans and Base Rate Loans between Loans incurred pursuant to this Section 2.23 and Loans outstanding immediately prior to any such incurrence and amendments to implement ratable participation in Letters of Credit between the Non-Conforming Credit Extensions consisting of Incremental Revolving Commitments and the Revolving Commitments outstanding immediately prior to any such incurrence). (e) For purposes of this Agreement Section 2.23, the following terms shall not exceed $25,000,000.have the meanings specified below:

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent on up to four (4) occasions during the period from the Agreement Execution Date to January 17, 2016, request incremental Commitments in writing an amount not to exceed the aggregate amount of $100,000,000.00 from one or more additional Lenders (which may include any existing Lender) willing to provide such incremental Commitments in their own discretion. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the amount Borrower, to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such proposed additional Commitments, the Aggregate Commitment may be increased from time to time by the addition of a new Lender(s) or the increase of the Commitment of an existing Lender(s) with the consent of only the Borrower, the Administrative Agent, and the new or existing Lender(s) providing such additional Commitment so long as the Aggregate Commitment does not exceed $500,000,000. Nothing in this Section 2.1(c) shall constitute or be deemed to constitute an agreement by any Lender to increase its Commitment hereunder. Any such increase in the Aggregate Commitment shall be conditioned upon the contemporaneous addition of Potential Properties as Subject Properties in accordance with Section 2A.2 to effect compliance with all financial covenants set forth in Section 6.18 immediately following the increase of the Aggregate Commitment and upon satisfaction of the requirements for additional Borrowings pursuant to Section 2.9. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit K attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment (each such notice, a the “Commitment Increase Notice”); provided, however, thata copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. The amount of the requested increase shall be set forth in the Increase Notice. Notwithstanding the foregoing, (i) none of no increase in the US Revolving CommitmentAggregate Commitment may occur after January 17, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent2016, and (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)less than $25,000,000. On the effective date of each such increase in the Aggregate Commitment, (iv) the Commitments may not be increased without the consent of Borrower and the Administrative Agent (which consent shall not be unreasonably withheld cause the new or delayed) (v) that portion existing Lenders providing such increase to hold its or their Percentage of all ratable Borrowings outstanding at the Revolving Commitments representing an close of business on such day, by either funding more than its or their Percentage of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof. The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Borrowings to achieve such result. Borrower agrees to pay all fees associated with the increase in the Revolving Commitments made pursuant to this Aggregate Commitment including any amounts due under Section 2.22 shall only be available for the issuance 3.4 in connection with any reallocation of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount Fixed Rate Borrowings. 5. Section 2.2 of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), Existing Loan Agreement is hereby deleted in its entirety and (vi) replaced with the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.following new Section 2.2:

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time and from time to time, but not more than five (5) times during the term of this Agreement, the Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at no time prior to the Maturity Date exceed $2,750,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $50,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution (other than any Ineligible Institution) that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be reasonably acceptable to the Administrative Agent. The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such corresponding increase date or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall not have occurred and then be deemed to be an additional increase)continuing which constitutes a Default or Event of Default, (ivB) the Commitments Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may not be increased without required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. The Administrative Agent shall, with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of Company, reallocate the Revolving Commitments representing an Credit Exposures on the effective date of such increase in ratably among the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Lenders (for purposes of determining compliance with this clause (vincluding new Lenders) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If So long as no Default or Event of Default exists or would arise as a result thereof, the Lead Borrower shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may right at any time time, and from time to time prior time, to request an increase of the Maturity Date Total Commitments to an amount not to exceed $150,000,000, any such request to be in increments of $5,000,000. Any such requested increase shall be first made to all existing Lenders on a pro rata basis. In the event that any existing Lender does not notify the Administrative Agent within ten (10) Business Days from the receipt of the requested increase that such existing Lender will increase its Revolving Commitment, and the amount of its increase, the existing Lender shall be deemed to have declined the requested increase of its Revolving Commitment. To the extent that one or more increases existing Lenders decline to increase their respective Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent shall use best efforts to arrange for other Persons to become Lenders hereunder and to issue commitments in an amount equal to the amount of the US increase in the Commitments requested by the Lead Borrower and not accepted by the existing Lenders (each such increase by either means, a “Commitment Increase”, and each such Person issuing, or Lender increasing, its Revolving CommitmentsCommitment, Canadian Revolving Commitments an “Additional Commitment Lender”), provided, however, that (x) no Lender shall be obligated to provide a Commitment Increase as a result of any such request by the Lead Borrower, (y) any Additional Commitment Lender which is not an existing Lender shall be subject to the approval of the Administrative Agent, and (z) nothing contained herein shall constitute the unconditional obligation of the Administrative Agent to provide or obtain commitments for such Commitment Increase, as the UK Revolving Commitments by notice Administrative Agent only is agreeing hereby to use its best efforts to arrange for Commitment Increases and Additional Commitment Lenders. (b) No Commitment Increase shall become effective unless and until each of the following conditions has been satisfied: (i) the Lead Borrower, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder, if necessary, to the Loan Documents in such form as the Administrative Agent may reasonably require; (ii) the Borrowers shall have paid such commitment fees and other compensation to the Additional Commitment Lenders as the Lead Borrower, the Administrative Agent and each such Additional Commitment Lender may agree; (iii) the Borrowers shall have paid such arrangement fees to the Administrative Agent as the Lead Borrower and the Administrative Agent may agree; (iv) to the extent requested by any Additional Commitment Lender, a Note evidencing the Revolving Loans will be issued at the Borrowers’ expense, to each such Additional Commitment Lender, to the extent necessary to reflect the new Commitment of such Additional Commitment Lender; (v) the Loan Parties and the Additional Commitment Lenders shall have delivered such other instruments, documents and agreements as the Administrative Agent may have reasonably requested; (vi) the Lead Borrower shall have delivered to the Administrative Agent and the Lenders an opinion or opinions, in writing form and substance reasonably satisfactory to the Administrative Agent, from counsel to the Borrowers reasonably satisfactory to the Administrative Agent, and dated such date; (vii) each Facility Guarantor shall have entered into a ratification agreement ratifying the Facility Guaranty and acknowledging and agreeing to guarantee any Obligations incurred as a result of the amount Commitment Increases. (c) The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Commitment Increase (with each date of such proposed increase (each such notice, effectiveness being referred to herein as a “Commitment Increase NoticeDate”); provided, however, that, and at such time (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (ivx) the Commitments may not under, and for all purposes of, this Agreement shall be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) by the aggregate amount of such increases during Commitment Increases, (y) Schedule 1.1(a) shall be deemed modified, without further action, to reflect the term revised Commitments and Commitment Percentage of the Lenders, and (z) this Agreement shall not exceed $25,000,000be deemed amended, without further action, to the extent necessary to reflect such increase in the Total Commitments, such Commitment Increases, and the addition of the Additional Commitment Lenders (if applicable). (d) In connection with Commitment Increases hereunder, the Lenders and the Borrowers agree that, notwithstanding anything to the contrary in this Agreement, the Borrowers shall, in coordination with the Administrative Agent, (x) repay outstanding Revolving Loans of certain Lenders, and obtain Loans from certain other Lenders (including the Additional Commitment Lenders), but in no event in excess of any such Lender’s respective Revolving Commitment, or (y) take such other actions as reasonably may be required by the Administrative Agent, in each case to the extent necessary so that all of the Lenders effectively participate in each of the outstanding Revolving Loans pro rata on the basis of their respective Commitment Percentage (determined after giving effect to any Commitment Increase.) Without limiting the obligations of the Borrowers provided for in this Section 2.02, the Administrative Agent and the Lenders agree that they will use their reasonable efforts to attempt to minimize the costs of the type referred to in Section 2.20(b) which the Borrowers would otherwise incur in connection with the implementation of an increase in the Commitments.

Increase of Commitments. At any time following the Closing Date, Company shall have the right from time to time and upon not less than thirty (30) days prior notice to Agent to increase the aggregate amount of Commitments (each such increase, a “Commitment Increase”); provided, however, that: (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, would result from any such requested Commitment Increase or could reasonably borrowings thereunder; (b) each Commitment Increase shall be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the an aggregate principal amount of at least $10,000,000 or a whole multiple of $1,000,000 in excess thereof; (c) the aggregate amount of all Commitment Increases made pursuant to this Section shall not exceed $25,000,000; (d) Commitment Increases shall not increase or otherwise affect the Letter of Credit Subline; (e) the Commitment of any Lender shall not be increased without the approval of such Lender; (f) in connection with each proposed increase Commitment Increase, Company shall first solicit Commitment Increases from the Lenders (each such notice, a “Commitment Increase Notice”); provided, however, thatthat no Lender shall have an obligation to commit to all or a portion of the proposed Commitment Increase) and if any Lender shall decline such solicitation, Company shall solicit Commitment Increases from (i) the remaining Lenders and then (ii) Eligible Assignees that are reasonably acceptable to both Agent and Company; (g) in connection with each proposed Commitment Increase, Company and the Lenders providing for such Commitment Increase shall determine the other terms of such Commitment Increase; (h) in the event that any existing Lender or any new Lender commits to such requested Commitment Increase, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving new Lender may be increased without such Revolving Lender’s consentwill execute an accession agreement to this Agreement, (ii) the aggregate amount Commitment of any existing Lender that has committed to provide any of the Commitments as so increased requested Commitment Increase shall not exceed $175,000,000be increased, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, Pro Rata share of each as herein provided, Lender shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)adjusted, (iv) Borrowers shall make such borrowings and repayments as shall be necessary to effect the reallocation of the Commitments may not be increased without the consent of the Administrative Agent (which consent and Borrowers shall not be unreasonably withheld or delayedpay any breakage costs in connection therewith) and (v) that portion of other changes shall be made to the Revolving Loan Documents as may be necessary to reflect the aggregate amount, if any, by which the Lenders have agreed to increase their respective Commitments representing an increase or make new commitments in the Revolving Commitments made response to Company’s request for a Commitment Increase pursuant to this Section 2.22 shall only be available for and which other changes do not adversely affect the issuance rights of Letters of Credit hereunder those Lenders not participating in the requested Commitment Increase; (for purposes of determining compliance with this clause (vi) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) if the aggregate amount of all Commitments is increased in accordance with this Section, Agent and Company shall determine the effective date (the “Commitment Increase Effective Date”) and the final allocation of such increases during increase. Agent shall promptly notify Company and the term Lenders of the final allocation of such increase and Commitment Increase Effective Date; and (j) each Commitment Increase shall be subject to all of the terms and conditions of this Agreement Agreement, and shall not exceed $25,000,000be secured by the Collateral and guaranteed by Guarantors pursuant to the terms hereof.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected The Borrowers may from time to have, a Material Adverse Effect, since time after the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrowers and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0001,100,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein providedif not already a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayed) and shall complete an Administrative Questionnaire and (viv) that portion of each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrowers (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (A) such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and subject to all obligations of, a Lender hereunder and (B) Schedule 2.01 shall be deemed to have been amended to reflect the Commitments made of such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of any increase pursuant to this Section 2.22 in any Commitment of a Lender already a party hereto, Schedule 2.01 shall only be available for deemed to have been amended to reflect the issuance increased Commitment of Letters such Lender. (b) On the effective date of Credit hereunder any Commitment Increase pursuant to this Section (for purposes the “Increase Effective Date”) (which shall not be less than 30 days prior to the Maturity Date), (i) the aggregate principal amount of determining compliance with this clause the Loans outstanding immediately prior to giving effect to the applicable Commitment Increase on the Increase Effective Date (vthe “Initial Loans”) Letters of Credit shall be deemed to be repaid, (ii) after the last credit extended under a Revolving effectiveness of the Commitment - it being intended that no Borrower Increase, the applicable Borrowers shall be deemed to have made new Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless an aggregate principal amount equal to the aggregate principal amount of Revolving the Initial Loans and Protective Advances outstanding of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Applicable Agent in accordance with Section 2.03, (iii) each Lender shall pay to the Administrative Agent in same day funds an amount equal to the difference, if positive, between (A) such Borrower exceed Lender’s Applicable Percentage of the Commitments (calculated after giving effect to the Commitment Increase), of the Subsequent Borrowings and (B) such Lender’s Applicable Percentage of the Commitments (calculated without giving effect to the Commitment Increase), of the Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage of the Commitments (calculated without giving effect to the Commitment Increase), of the Initial Loans and (B) such Lender’s Applicable Percentage of the Commitments (calculated after giving effect to the Commitment Increase), of the amount of the aggregate Revolving Commitments Subsequent Borrowings, (v) each Increasing Lender and each other Lender shall be deemed to such Borrower before hold its Applicable Percentage of each Subsequent Borrowing (each calculated after giving effect to such increase), the Commitment Increase) and (vi) the aggregate amount applicable Borrower shall pay each Lender any and all accrued but unpaid interest on the Initial Loans. The deemed payments made pursuant to clause (i) above in respect of each LIBO Rate Loan shall be subject to indemnification by the applicable Borrower pursuant to the provisions of Section 2.14 if the Increase Effective Date occurs other than on the last day of the Interest Period relating thereto and breakage costs result. (c) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) shall become effective under this Section unless, on the date of such increases during increase, the term conditions set forth in paragraphs (a) and (b) of this Agreement Section 4.02 shall be satisfied (with all references in such paragraphs to a Borrowing being deemed to be references to such increase) and the Administrative Agent shall have received, not exceed $25,000,000later than 11:00 a.m., New York City time, on the Increase Effective Date, a certificate to that effect dated such date and executed by a Financial Officer of each Borrower.

Increase of Commitments. (a) If Subject to the conditions set forth in Section 2.17(b), the Borrower may, from time to time (including in connection with any redetermination of the Borrowing Base), increase the existing Total Commitment then in effect (any such increase a “Incremental Increase”) by increasing the Commitment of a Lender (an “Increasing Lender”) or by causing a Person that at such time is not a Lender to become a Lender (an “Additional Lender”). (b) Any Incremental Increase shall be subject to the following additional conditions: (i) no Default or Incremental Increase shall be less than $25,000,000 (and increments of $1,000,000 above that minimum) unless the Administrative Agent otherwise consents, and no Incremental Increase shall be permitted if after the funding thereof the Total Commitment would exceed the Maximum Aggregate Amount; (ii) (A) no Event of Default shall have occurred and be continuing continuing, (B) the representations and no eventwarranties of the Borrower and the other Credit Parties in the Credit Documents (other than, change during a Specified Period, those set forth in Sections 8.4 and 8.20) shall be true and correct in all material respects (unless such representations and warranties are already qualified by materiality or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in which case they are true and correct in all respects) with the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases same effect as though such representations and warranties had been made on and as of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount date of such proposed increase Incremental Increase (each except where such noticerepresentations and warranties expressly relate to an earlier date, a “Commitment Increase Notice”); providedin which case such representations and warranties shall have been true and correct in all material respects (unless such representations and warranties are already qualified by materiality or Material Adverse Effect, however, that, in which case they shall be true and correct in all respects) as of such earlier date) and (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (iiC) the aggregate amount of Borrower shall be in compliance, on a Pro Forma Basis, with the Commitments as so increased shall not exceed $175,000,000, Financial Performance Covenants; (iii) any increase in either the Canadian Revolving no Lender’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of such Lender; (iv) the Administrative Agent, the Swingline Lenders and the Letter of Credit Issuers must consent to the addition of any Additional Lender to the extent the consent of such Person would be required if an assignment were being made to such proposed Additional Lender under Section 13.6(b); (v) after giving effect to the requested Incremental Increase, the Borrower shall not have requested more than five Incremental Increases prior to the Termination Date; (vi) the maturity date of any Incremental Increase shall be the same as the Maturity Date; and (vii) any Incremental Increase shall be on the exact same terms and pursuant to the exact same documentation (including the Applicable Margin) applicable to this Agreement (other than with respect to any arrangement, structuring, upfront or other fees or discounts payable in connection with such Incremental Increase). [CREDIT AGREEMENT] (c) Each Increasing Lender and Additional Lender (if any) shall execute and deliver to the Borrower and the Administrative Agent, the Swingline Lenders and the Letter of Credit Issuers customary documentation (any such documentation, an “Incremental Agreement”) implementing any Incremental Increase. Upon receipt by the Administrative Agent of one or more executed Incremental Agreements increasing the Commitments of Lenders and/or adding Commitments from Additional Lenders as provided in this Section 2.17, (which consent i) the Total Commitment shall not be unreasonably withheld increased automatically on the effective date set forth in such Incremental Agreements by the aggregate amount indicated in such Incremental Agreements without further action by the Borrower, the Administrative Agent, any Swingline Lender, any Letter of Credit Issuer or delayedany Lender, (ii) (vSchedule 1.1(a) that portion and the Register shall each be amended to reflect the Incremental Increase, and the Commitment Percentages of the Revolving Commitments representing an increase in Lenders shall be adjusted accordingly to reflect the Revolving Commitments made pursuant Incremental Increase, (iii) the Administrative Agent shall distribute to this Section 2.22 shall only be available for the issuance of Letters Borrower, the Administrative Agent, the Swingline Lenders, the Letter of Credit hereunder Issuers and each Lender the revised Schedule 1.1(a), (for purposes of determining compliance with this clause (viv) Letters of Credit any such Additional Lender shall be deemed to be a party in all respects to this Agreement and any other Credit Documents to which the last credit extended under Lenders are a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause party, and (v) unless upon the principal amount of Revolving Loans and Protective Advances outstanding effective date set forth in such Incremental Agreement, the Lenders party to such Borrower exceed the amount Incremental Agreement shall purchase a pro rata portion of the aggregate Revolving Commitments to outstanding Loans (including participations in L/C Obligations or Swingline Loans) of each of the current Lenders such Borrower before giving effect to such increase)that each Lender (including any Additional Lender, if applicable) shall hold its respective Commitment Percentage of the outstanding Loans (and (viparticipation interests in participations in L/C Obligations or Swingline Loans) as reflected in the aggregate amount of such increases during the term of revised Schedule 1.1(a) required by this Agreement shall not exceed $25,000,000Section 2.17.

Increase of Commitments. (ai) If The Borrower may, at any time following the Effective Date, effect an increase in the Commitments hereunder (each such increase being a “Commitment Increase”) by having one or more Additional Commitment Lenders provide new or additional Commitments hereunder, by notice to the Administrative Agent specifying the amount of the relevant Commitment Increase, the identity of the Additional Commitment Lender(s) and the date on which such increase is to be effective (the “Commitment Increase Date”), which shall be a Business Day at least three Business Days after delivery of such notice and 30 days prior to the Maturity Date; provided that: (A) the minimum amount of each Commitment Increase shall be $25,000,000; (B) immediately after giving effect to any Commitment Increase, the aggregate Commitments hereunder shall not exceed $2,750,000,000; (C) at the time of any such Commitment Increase, no Default or Event of Default shall have occurred and be continuing or would result therefrom; and (D) the representations and warranties set forth in Article III and in the other Loan Documents shall be true and correct in all material respects on and as of the Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). Each notice by the Borrower under this paragraph shall be deemed to constitute a representation and warranty by the Borrower as to the matters specified in clauses (B), (C) and (D) above as of the relevant Commitment Increase Date. Notwithstanding anything herein to the contrary, no eventLender shall have any obligation hereunder to become an Additional Commitment Lender and any election to do so shall be in the sole discretion of each Lender. (ii) Each Commitment Increase (and the new or additional Commitment of each Additional Commitment Lender resulting therefrom) shall become effective as of the relevant Commitment Increase Date upon receipt by the Administrative Agent, change on or condition has occurred that has hadprior to 2:00 p.m., or could reasonably be expected to haveNew York City time, a Material Adverse Effect, since the Effective on such Commitment Increase Date, of: (A) a certificate executed by a Responsible Officer of the Borrowers Borrower stating that the conditions with respect to such Commitment Increase under this clause (ii) have been satisfied; (B) an agreement, in form and substance satisfactory to the Borrower and the Administrative Agent, pursuant to which each such Additional Commitment Lender shall, effective as of such Commitment Increase Date, provide a new or additional Commitment hereunder in the amount specified therein and (if not then an existing Lender) become a Lender hereunder, in each case duly executed by each such Additional Commitment Lender and the Borrower and acknowledged by the Administrative Agent; and (C) such evidence of authority of the Borrower to effect such Commitment Increase as the Administrative Agent may at any time reasonably request. Upon the Administrative Agent’s receipt of a fully executed agreement from time each Additional Commitment Lender referred to time in clause (B) above, together with the certificates and/or other documents referred to in clauses (A) and (C) above, the Administrative Agent shall record the information contained in each such agreement in the Register and give prompt notice of the effectiveness of the relevant Commitment Increase to the Borrower and the Lenders (including each Additional Commitment Lender), which notice of effectiveness shall be conclusive and binding on the parties hereto. (iii) On each Commitment Increase Date, (i) the aggregate principal amount of the Loans outstanding (the “Existing Borrowings”) immediately prior to the Maturity Date request one or more increases effectiveness of such Commitment Increase shall be deemed to be repaid, (ii) each Additional Commitment Lender that shall have had a Commitment prior to the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice effectiveness of such Commitment Increase shall pay to the Administrative Agent in writing Dollars, in immediately available funds, an amount equal to the difference between (A) the product of (1) such Lender’s Applicable Percentage (calculated after giving effect to the amount effectiveness of such proposed increase Commitment Increase) multiplied by (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii2) the aggregate amount of the Commitments Resulting Borrowings (as so increased shall not exceed $175,000,000, defined below) and (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased product of (1) such Lender’s Applicable Percentage (calculated without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to the effectiveness of such increase), and Commitment Increase) multiplied by (vi2) the aggregate amount of such increases during the term of this Agreement Existing Borrowings, (iii) each Additional Commitment Lender that shall not exceed $25,000,000have had a Commitment prior to the effectiveness of such Commitment Increase shall pay to Administrative Agent in Dollars, in immediately available funds, an amount equal to the product of (1) such Lender’s Applicable Percentage (calculated after giving effect to the effectiveness of such Commitment Increase) multiplied by (2) the aggregate amount of the Resulting Borrowings, (iv) after the Administrative Agent receives the funds specified in clauses (ii) and (iii) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference between (A) the product of (1) such Lender’s Applicable Percentage (calculated without giving effect to the effectiveness of such Commitment Increase) multiplied by (2) the aggregate amount of the Existing Borrowings, and (B) the product of (1) such Lender’s Applicable Percentage (calculated after giving effect to the effectiveness of such Commitment Increase) multiplied by (2) the aggregate amount of the Resulting Borrowings, (v) after the effectiveness of such Commitment Increase, the Borrower shall be deemed to have made new Borrowings (the “Resulting Borrowings”) in an aggregate amount equal to the aggregate amount of the Existing Borrowings and of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03 (and the Borrower shall deliver such Borrowing Request), (vi) each Lender shall be deemed to hold its Applicable Percentage of each Resulting Borrowing (calculated after giving effect to the effectiveness of such Commitment Increase) and (vii) the Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Existing Borrowings. The deemed payments of the Existing Borrowings made pursuant to clause (i) above shall not be subject to compensation by the Borrower pursuant to the provisions of Section 2.16 even if the date of the effectiveness of such Commitment Increase occurs other than on the last day of the Interest Period relating thereto. Upon each Commitment Increase, the participation interests of the Lenders in the then outstanding Letters of Credit shall automatically be adjusted to reflect, and each Lender (including each Additional Commitment Lender) shall have a participation in each such Letter of Credit equal to, the Lenders’ respective Applicable Percentage of the aggregate amount available to be drawn under each such Letter of Credit, after giving effect to such Commitment Increase.

Increase of Commitments. ​ (a) The Borrower shall have the right at any time after the Effective 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 ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5 million, the requested date of increase (the “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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. ​ (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 ​ ​ ​ ​ million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. ​ (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Requested Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. ​ (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and immediately after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; ​ (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”)applicable Loan Documents; provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, ​ (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase)Commitment Increases, and (vi) the principal aggregate amount of all such increases during Commitment Increases incurred or issued since the term of this Agreement Effective Date shall not exceed $25,000,000.the then available Incremental Amount; (iv) after giving effect to any such Commitment Increase, the Loan Parties shall be in pro forma compliance with the Financial Covenant for the most recently ended Reference Period for which financial statements have been (or were required to be) delivered to the Administrative Agent and the Borrower shall have delivered to the Administrative Agent reasonably detailed calculations demonstrating such compliance; and (v) except as otherwise specifically set forth herein or as may otherwise be agreed by the Administrative Agent, all of the other terms and conditions applicable to such Commitment Increase shall ​ ​ ​ be identical to the terms and conditions applicable to the Revolving Credit Loans (other than with respect to any upfront fees, which may be as agreed by the Borrower and the Lenders providing such Commitment Increase). For the avoidance of doubt, any loans under any Commitment Increase shall be treated ratably in terms of right to payment and prepayment with loans under the Revolving Credit Loans and/or Commitments outstanding prior to the effectiveness of such Commitment Increase. ​

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateJanuary 25, 2006, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Revolving Commitments as so increased shall not exceed $175,000,000, and (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed). (b) The Borrowers may, in their sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (v) that 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 increased Revolving Commitments, by notifying the Administrative Agent; provided, that the Revolving Commitment of any New Lender shall not be less than $15,000,000 and shall be in an integral multiple of $5,000,000. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such commitments to certain existing Lenders or to the additional banks or financial institutions identified therein, the Administrative Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of the increased Revolving Commitments. (c) Any existing Lender that accepts Borrowers’ offer to increase its Revolving Commitment shall execute a Commitment Increase Agreement with the Borrowers and the Administrative Agent, whereupon such Lender shall be bound by, and entitled to the benefits of, this Agreement with respect the full amount of its Revolving Commitment as so increased. (d) Any additional bank or financial institution which is not an existing Lender and which accepts Borrowers’ offer to participate in the increased Revolving Commitments representing an shall execute and deliver to the Administrative Agent and the Borrowers a New Lender Agreement setting forth its Revolving Commitment (subject to the limitations on the amounts thereof set forth herein), and upon the effectiveness of such New Lender Agreement such bank or financial institution (a “New Lender”) shall become a Revolving Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and the signature pages hereof shall be deemed to be amended to add the name of such New Lender. (e) Upon any increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for 2.23, the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Commitment Schedule shall be deemed amended to be reflect the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause each Lender (vincluding any New Lender) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000as thereby increased.

Increase of Commitments. (a) The Borrower shall have the right at any time after the Amendment and Restatement Effective 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 ten (10) Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $10 million, the requested date of increase (the “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 Credit 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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Amendment and Restatement Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the amount of applicable Loan Documents; and (iii) after giving effect to any such proposed increase (each such noticeafter the Amendment and Restatement Effective Date, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000600 million.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at any time from time to time request that Aggregate Commitment be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $500,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing and the Lenders by the Borrower not less than ten (10) Business Days prior to the proposed effective date of such increase, which notice (a "Commitment Increase Notice") shall specify the amount of such the proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Aggregate Commitment (and the proposed effective date of such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments . The Borrower may not be increased without the consent of notify the Administrative Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "Proposed New Lender") in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender's and Protective Advances outstanding to such Borrower exceed Proposed New Lender's Commitment (the "Effective Commitment Amount") and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders or expressly relate to an earlier specified date) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a "Commitment" in support of such increase in the Aggregate Commitment shall have executed and delivered a "Commitment and Acceptance" substantially in the form of Exhibit B hereto, (C) counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender, if any, in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (i) At any time, the Borrower may request that the Aggregate Commitment be increased; provided that, without the prior written consent of all of the Lenders, (a) If the Aggregate Commitment shall at no Default or Event time exceed $200,000,000 minus the aggregate amount of Default all reductions in the Aggregate Commitment previously made pursuant to Section 2.6(A), (b) each such request shall have occurred be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof and (c) the Aggregate Commitment may not be continuing increased more than twice pursuant to this Section 2.6. Such request shall be made in a written notice given to the Agent and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, Lenders by the Borrowers may at any time from time to time Borrower not less than twenty (20) Business Days prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in the proportions that their respective Commitments as so increased bear to the Aggregate Commitment under this Agreement. On or prior to the date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Agent prior to the expiration of such fifteen (iii15) Business Day period shall be deemed to have denied any increase in either its Commitment. In the Canadian Revolving Commitment or event that the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase increases of Commitments set forth in the US Revolving Lender Increase Notices exceed the amount requested by the Borrower in the Commitment (such corresponding increase Increase Notice, the Agent and the Arranger shall not be deemed to be an additional increase)have the right, (iv) the Commitments may not be increased without with the consent of the Administrative Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Borrower, not later than three (3) Business Days prior to the proposed effective date the Borrower may notify the Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice. Any Proposed New Lender shall be subject to the consent of the Agent and JPMorgan, in its capacity as Principal Issuing Lender (which consent shall not be unreasonably withheld or delayedwithheld). If the Borrower shall not have arranged any Proposed New Lender(s) (v) that portion of to commit to the Revolving Commitments representing an increase in shortfall from the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Lender Increase Notices, then the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Borrower shall be deemed to have reduced the amount of its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices (subject to clause (d) above). Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amounts shall be effective on the last credit extended following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (B) the Borrower, the Agent, JPMorgan, in its capacity as Principal Issuing Lender, and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a Commitment and Acceptance substantially in the form of Exhibit D hereto (a “Commitment and Acceptance”), (C) counsel for the Borrower and for the Guarantors shall have provided to the Agent supplemental opinions in form and substance reasonably satisfactory to the Agent and (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under a Revolving Commitment - it being intended Article IV or that no Borrower the Agent shall have reasonably requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in violation accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Agent to the Borrower. No less than two (2) Business Days prior to the effective date of the increase of the Aggregate Commitment, the Agent shall notify the Borrower of the amount of the fee to be charged by the Lenders, and the Borrower may, at least one (1) Business Day prior to such effective date, cancel its request for the commitment increase. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Agent shall promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time. (ii) For purposes of this clause (vii), (A) unless the principal amount term “Buying Lender(s)” shall mean (1) each Lender the Effective Commitment Amount of Revolving Loans which is greater than its Commitment prior to the effective date of any increase in the Aggregate Commitment and Protective Advances outstanding (2) each Proposed New Lender that is allocated an Effective Commitment Amount in connection with any Commitment Increase Notice and (b) the term “Selling Lender(s)” shall mean each Lender whose Commitment is not being increased from that in effect prior to such Borrower exceed increase in the amount Aggregate Commitment. Effective on the effective date of any increase in the Aggregate Commitment pursuant to clause (i) above, each Selling Lender hereby sells, grants, assigns and conveys to each Buying Lender, without recourse, warranty, or representation of any kind, except as specifically provided herein, an undivided percentage in such Selling Lender’s right, title and interest in and to its outstanding Loans in the respective dollar amounts and percentages necessary so that, from and after such sale, each such Selling Lender’s outstanding Loans shall equal such Selling Lender’s Pro Rata Share (calculated based upon the Effective Commitment Amounts) of the aggregate Revolving Commitments outstanding Loans. Effective on the effective date of the increase in the Aggregate Commitment pursuant to clause (i) above, each Buying Lender hereby purchases and accepts such grant, assignment and conveyance from the Selling Lenders. Each Buying Lender hereby agrees that its respective purchase price for the portion of the outstanding Loans purchased hereby shall equal the respective dollar amount necessary so that, from and after such payments, each Buying Lender’s outstanding Loans shall equal such Buying Lender’s Pro Rata Share (calculated based upon the Effective Commitment Amounts) of the outstanding Loans. Such amount shall be payable on the effective date of the increase in the Aggregate Commitment by wire transfer of immediately available funds to the Agent. The Agent, in turn, shall wire transfer any such funds received to the Selling Lenders, in same day funds, for the sole account of the Selling Lenders. Each Selling Lender hereby represents and warrants to each Buying Lender that such Selling Lender owns the Loans being sold and assigned hereby for its own account and has not sold, transferred or encumbered any or all of its interest in such Loans, except for participations which will be extinguished upon payment to Selling Lender of an amount equal to the portion of the outstanding Loans being sold by such Selling Lender. Each Buying Lender hereby acknowledges and agrees that, except for each Selling Lender’s representations and warranties contained in the foregoing sentence, each such Buying Lender has entered into its Commitment and Acceptance with respect to such Borrower before giving effect to such increase)increase on the basis of its own independent investigation and has not relied upon, and (vi) will not rely upon, any explicit or implicit written or oral representation, warranty or other statement of the aggregate amount of such increases during Lenders or the term Agent concerning the authorization, execution, legality, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement shall not exceed $25,000,000or the other Loan Documents. The Borrower hereby agrees to compensate each Selling Lender for all losses, expenses and liabilities incurred by each Lender in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 3.4.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected The Borrower may from time to have, a Material Adverse Effect, since time after the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0001,100,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein providedif not already a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayed) and shall complete an Administrative Questionnaire and (viv) that portion of each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (A) such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and subject to all obligations of, a Lender hereunder and (B) Schedule 2.01 shall be deemed to have been amended to reflect the Commitments made of such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of any increase pursuant to this Section 2.22 in any Commitment of a Lender already a party hereto, Schedule 2.01 shall only be available for deemed to have been amended to reflect the issuance increased Commitment of Letters such Lender. For the avoidance of Credit hereunder doubt, no Lender may be made an Increasing Lender without its consent. (for purposes b) On the effective date of determining compliance with any Commitment Increase pursuant to this clause Section (vthe “Increase Effective Date”) Letters (which shall not be less than 30 days prior to the Maturity Date), (i) the aggregate principal amount of Credit the Loans outstanding immediately prior to giving effect to the applicable Commitment Increase on the Increase Effective Date (the “Initial Loans”) shall be deemed to be repaid, (ii) after the last credit extended under a Revolving effectiveness of the Commitment - it being intended that no Increase, the Borrower shall be deemed to have made new Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless an aggregate principal amount equal to the aggregate principal amount of Revolving the Initial Loans and Protective Advances outstanding of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03, (iii) each Lender shall pay to the Administrative Agent in same day funds an amount equal to the difference, if positive, between (A) such Borrower exceed Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the Subsequent Borrowings and (B) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase), of the Initial Loans and (B) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase), of the amount of the aggregate Revolving Commitments Subsequent Borrowings, (v) each Increasing Lender and each other Lender shall be deemed to such Borrower before hold its Applicable Percentage of each Subsequent Borrowing (each calculated after giving effect to such increase), the Commitment Increase) and (vi) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on the Initial Loans. The deemed payments made pursuant to clause (i) above in respect of each Eurodollar Loan shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.14 if the Increase Effective Date occurs other than on the last day of the Interest Period relating thereto and breakage costs result. (c) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) shall become effective under this Section unless, on the date of such increases during increase, the term conditions set forth in paragraphs (a) and (b) of this Agreement Section 4.02 shall be satisfied (with all references in such paragraphs to a Borrowing being deemed to be references to such increase) and the Administrative Agent shall have received, not exceed $25,000,000later than 11:00 a.m., New York City time, on the Increase Effective Date, a certificate to that effect dated such date and executed by a Financial Officer of each Loan Party.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may request that the Aggregate Commitment be increased; provided that, (i) the Aggregate Commitment shall at no time exceed $125,000,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.09; (ii) the Borrower shall not make any time from time such request during the six month period following any reduction in the Aggregate Commitment previously made pursuant to time prior Section 2.09; (iii) the Borrower shall not be entitled to the Maturity Date make any such request one or more increases frequently than once in each 12-month period; and (iv) each such request shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by at least $5,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Borrower not less than twenty (20) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in proportions that their respective Commitments as so increased bear to the Aggregate Commitment. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the date that is ten (10) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such ten (iii10) Business Day period shall be deemed to have denied any increase in either its Commitment. In the Canadian Revolving Commitment or event that the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase increases of Commitments set forth in the US Revolving Lender Increase Notices exceed the amount requested by the Borrower in the Commitment Increase Notice, the Administrative Agent shall have the right, in consultation with the Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Borrower, not later than three (such corresponding increase 3) Business Days prior to the proposed effective date the Borrower may notify the Administrative Agent of any financial institution that shall not have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice. Any Proposed New Lender shall be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld withheld). If the Borrower shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, then the Borrower shall be deemed to have reduced the amount of its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Borrower and the Lenders on or delayedbefore the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (vA) the Borrower shall have obtained the consent thereto of each Subsidiary Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (C) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit D hereto, (D) counsel for the Borrower and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (E) the Borrower and each Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the Borrower. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time. (b) For purposes of this clause (b), (A) the term “Buying Lender(s)” shall mean (1) each Lender the Effective Commitment Amount of which is greater than its Commitment prior to the effective date of any increase in the Aggregate Commitment, and (2) each Proposed New Lender that is allocated an Effective Commitment Amount in connection with any Commitment Increase Notice, (B) the term “Selling Lender(s)” shall mean each Lender whose Commitment is not being increased from that in effect prior to such increase in the Aggregate Commitment and (C) the term “Percentage” shall mean with respect to any Lender, the percentage obtained by dividing (w) such Lender’s Commitment at such time (as adjusted from time to time in accordance herewith) by (x) the total Commitments at such time (as adjusted from time to time in accordance herewith); provided, if all of the Commitments are terminated pursuant hereto, then “Percentage” means the percentage obtained by dividing (y) such Lender’s Revolving Credit Exposures by (z) the total Revolving Credit Exposures of all the Lenders. Effective on the effective date of any increase in the Aggregate Commitment pursuant to clause (a) above, each Selling Lender hereby sells, grants, assigns and conveys to each Buying Lender, without recourse, warranty, or representation of any kind, except as specifically provided herein, an undivided percentage in such Selling Lender’s right, title and interest in and to its Revolving Credit Exposure in the respective Dollar Amounts and percentages necessary so that, from and after such sale, each such Selling Lender’s Revolving Credit Exposure shall equal such Selling Lender’s Percentage (calculated based upon the Effective Commitment Amounts) of the aggregate Revolving Credit Exposures. Effective on the effective date of the increase in the Aggregate Commitment pursuant to clause (a) above, each Buying Lender hereby purchases and accepts such grant, assignment and conveyance from the Selling Lenders. Each Buying Lender hereby agrees that its respective purchase price for the portion of the Revolving Commitments representing an increase in Credit Exposure purchased hereby shall equal the respective Dollar Amount necessary so that, from and after such payments, each Buying Lender’s Revolving Commitments made pursuant to this Section 2.22 Credit Exposure shall only be available for equal such Buying Lender’s Percentage (calculated based upon the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (vEffective Commitment Amounts) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments Credit Exposures. Such amount shall be payable on the effective date of the increase in the Aggregate Commitment by wire transfer of immediately available funds to the Administrative Agent. Each Selling Lender hereby represents and warrants to each Buying Lender that such Selling Lender owns the Revolving Credit Exposure being sold and assigned hereby for its own account and has not sold, transferred or encumbered any or all of its interest in such Loans, except for participations which will be extinguished upon payment to Selling Lender of an amount equal to the portion of the Revolving Credit Exposure being sold by such Selling Lender. Each Buying Lender hereby acknowledges and agrees that, except for each Selling Lender’s representations and warranties contained in the foregoing sentence, each such Buying Lender has entered into its Commitment and Acceptance with respect to such Borrower before giving effect to such increase)increase on the basis of its own independent investigation and has not relied upon, and (vi) will not rely upon, any explicit or implicit written or oral representation, warranty or other statement of the aggregate amount of such increases during Lenders or the term Agent concerning the authorization, execution, legality, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement shall not exceed $25,000,000or the other Loan Documents. The Borrower hereby agrees to compensate each Selling Lender for all losses, expenses and liabilities incurred by each Lender in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time and from time to time, but not more than five (5) times during the term of this Agreement, the Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at no time prior to the Maturity Date exceed $2,750,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $50,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution (other than the Company or any Subsidiary or Affiliate of the Company) that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be reasonably acceptable to the Administrative Agent. The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such corresponding increase date or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall not have occurred and then be deemed to be an additional increase)continuing which constitutes a Default or Event of Default, (ivB) the Commitments Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may not be increased without required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. The Administrative Agent shall, with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of Company, reallocate the Revolving Commitments representing an Credit Exposures on the effective date of such increase in ratably among the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Lenders (for purposes of determining compliance with this clause (vincluding new Lenders) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If Provided there exists no Default or Event of Default shall have occurred and be continuing and no eventDefault, change or condition has occurred that has hadthe Parent may, or could reasonably be expected to have, a Material Adverse Effect, since during the period beginning on the Effective Date, Date to and including the Borrowers may at any time from time to time date that is six months prior to the Maturity Date request one or more increases of the US Revolving CommitmentsTermination Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent executed by the Borrowers and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender, cause the Commitments to be extended by the Increasing Lenders (or cause the Commitments of the Increasing Lenders to be increased, as the case may be) in an amount of such proposed increase (for each Increasing Lender set forth in such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each extension of new Commitments or increase in existing Commitments pursuant to this paragraph shall result in the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be aggregate Commitments being increased without such Revolving Lender’s consentby no less than $25,000,000, (ii) no extension of new Commitments or increase in existing Commitments, in each case, pursuant to this paragraph may result in the aggregate amount of the Commitments as so increased shall not exceed exceeding $175,000,000500,000,000, (iii) each Increasing Lender, if not already a Lender hereunder (any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmentsuch Increasing Lender, each as herein provideda “New Lender”), shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed subject to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (Agent, the Issuing Lender and the Swingline Lender, in each case, to the extent such consent would be required for an assignment to such New Lender pursuant to Section 10.04(b), which consent shall not be unreasonably withheld or delayedwithheld, (iv) each New Lender shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed New Lender Agreement and (v) that portion of in no event shall any existing Lender be required to increase its Commitment. New Commitments and increases in Commitments shall become effective on the Revolving Commitments representing an increase date specified in the Revolving Commitments made applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any New Lender Agreement to which any New Lender is a party, (i) such New Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded a Lender hereunder and subject to all obligations of a Lender hereunder and (ii) Schedule 2.01 shall be deemed to have been amended to reflect the Commitment of such New Lender as provided in such New Lender Agreement. Upon the effectiveness of any increase pursuant to this Section 2.22 shall only be available for the issuance 2.19 in a Commitment of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit a Lender already a party hereto, Schedule 2.01 shall be deemed to be have been amended to reflect such increased Commitment of such Lender. Notwithstanding the last credit extended foregoing, no increase in the Commitments (or in the Commitment of any Lender) shall become effective under this Section 2.19 unless, on the date of such increase, the Administrative Agent shall have received a Revolving Commitment - it being intended certificate, dated as of the effective date of such increase and executed by a Financial Officer, to the effect that no Borrower the conditions set forth in paragraphs (a), (b) and (d) of Section 4.02 shall be satisfied (with all references in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding such paragraphs to a Borrowing being deemed to be references to such Borrower exceed the amount increase and attaching resolutions of the aggregate Revolving Commitments to such Borrower before giving effect to Borrowers approving such increase). Following any extension of a new Commitment or increase of a Lender’s Commitment pursuant to this paragraph, any Loans outstanding prior to the effectiveness of such increase or extension shall continue to be outstanding until the ends of the respective Interests Periods applicable thereto, and (vi) shall then be repaid and, if the aggregate amount of relevant Borrowers shall so elect, refinanced with new Loans made pursuant to Section 2.01 ratably in accordance with the Commitments in effect following such increases during the term of this Agreement shall not exceed $25,000,000extension or increase.

Increase of Commitments. At any time following the Closing Date, Borrowers shall have the right from time to time and upon not less than thirty (a30) If days prior notice to Agent to increase the aggregate amount of Commitments (each such increase, a “Commitment Increase”); provided, however, that: (i) no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred would result from any such requested Commitment Increase or borrowings thereunder; (ii) each Commitment Increase shall be in an aggregate principal amount of at least $10,000,000 or a whole multiple of $5,000,000 in excess thereof; provided that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to make a maximum of four requests for Commitment Increases during the Maturity Date request one or more increases term of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase this credit facility; (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (iiiii) the aggregate amount of the Commitments as so increased all Commitment Increases made pursuant to this Section shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), 50,000,000; (iv) Commitment Increases shall not increase or otherwise affect the Commitments may Letter of Credit Subfacility; (v) the Commitment of any Lender shall not be increased without the consent approval of such Lender; (vi) in connection with each proposed Commitment Increase, Borrowers shall first solicit Commitment Increases from the Administrative Agent Lenders (which consent provided, however, that no Lender shall not be unreasonably withheld have an obligation to commit to all or delayed) (v) that a portion of the Revolving Commitments representing an increase proposed Commitment Increase) and if any Lender shall decline such solicitation, Borrowers shall solicit Commitment Increases from (a) the remaining Lenders and then (b) Eligible Assignees that are reasonably acceptable to both Agent and Borrowers; (vii) in connection with each proposed Commitment Increase, Agent, Borrowers and the Lenders providing for such Commitment Increase shall determine the other terms of such Commitment Increase; (viii) in the Revolving event that any existing Lender or any new Lender commits to such requested Commitment Increase, (a) any new Lender will execute an accession agreement to this Agreement, (b) the Commitment of any existing Lender that has committed to provide any of the requested Commitment Increase shall be increased, (c) the Pro Rata share of each Lender shall be adjusted, (d) Borrowers shall make such borrowings and repayments as shall be necessary to effect the reallocation of the Commitments (and Borrowers shall pay any breakage costs in connection therewith) and (e) other changes shall be made to the Loan Documents as may be necessary to reflect the aggregate amount, if any, by which the Lenders have agreed to increase their respective Commitments or make new commitments in response to Borrowers’ request for a Commitment Increase pursuant to this Section 2.22 shall only be available for and which other changes do not adversely affect the issuance rights of Letters of Credit hereunder those Lenders not participating in the requested Commitment Increase; (for purposes of determining compliance with this clause (vix) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) if the aggregate amount of all Commitments is increased in accordance with this Section, Agent and Borrowers shall determine the effective date (the “Commitment Increase Effective Date”) and the final allocation of such increases during increase. Agent shall promptly notify SRC and the term Lenders of the final allocation of such increase and Commitment Increase Effective Date; and (x) each Commitment Increase shall be subject to all of the terms and conditions of this Agreement Agreement, and shall not exceed $25,000,000be secured by the Collateral and guaranteed by Obligors pursuant to the terms hereof.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Credit Commitments or Canadian Revolving Commitments or the UK Revolving Credit Commitments by notice to the Administrative Agent and the Canadian Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”"COMMITMENT INCREASE NOTICE"); provided, however, that, that (i1) none of neither the US Revolving Commitment, Credit Commitment nor the Canadian Revolving Commitment or the UK Revolving Credit Commitment of any Revolving Lender may be increased without such Revolving Lender’s 's consent, and (ii2) the aggregate amount of the Revolving Credit Commitments as so increased shall not exceed $175,000,000, (iii) 450,000,000. Any such Commitment Increase Notice delivered with respect to any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Credit Commitments must offer each US Revolving Lender an opportunity to subscribe for its Applicable Percentage of the increased US Revolving Credit Commitments. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Canadian Revolving Credit Commitments must offer each Canadian Lender an opportunity to subscribe for its Applicable Percentage of the increased Canadian Revolving Credit Commitments. The Administrative Agent or the Canadian Administrative Agent, as applicable, shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its US Revolving Credit Commitment or Canadian Revolving Credit Commitment (as applicable) shall notify the applicable Agent in writing no later than ten (10) Business Days after receipt of notice from such corresponding Agent. Any Lender that does not notify the applicable Agent within the time period specified above that it will increase shall not its US Revolving Credit Commitment or Canadian Revolving Credit Commitment will be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld have rejected such offer. Any agreement by a Lender to increase its US Revolving Credit Commitment or delayed) (v) that portion of the Canadian Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Commitment shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000irrevocable.

Increase of Commitments. (a) If no Default or Event of Default or Material Adverse Effect shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers may at any time from time to time prior to the Maturity Termination Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000225,000,000, and (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed). Any such Commitment Increase Notice delivered with respect to any proposed increase in the Commitments must offer each Lender an opportunity to subscribe for its Commitment Percentage (with respect to the existing Commitments (prior to such increase)) of the increased Commitments. The Agent shall, within five (v5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall notify the Agent in writing no later than ten (10) Business Days after receipt of notice from the Agent. Any Lender that does not notify the Agent within the time period specified above that it will increase its Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Commitment shall be irrevocable. (b) If any proposed increase in the Commitments is not fully subscribed by the existing Lenders pursuant to the procedure outlined in clause (a) preceding, the Borrowers may, in their sole discretion, but with the consent of the 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 such unsubscribed portion of the Revolving Commitments representing Commitments, by notifying the Agent; provided, that the Commitment of any New Lender shall not be less than $15,000,000 and shall be in an integral multiple of $5,000,000. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such unsubscribed commitments to certain existing Lenders or to the additional banks or financial institutions identified therein, the Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of such unsubscribed portion of the increased Commitments. (c) Any existing Lender that accepts the Borrowers’ offer to increase its Commitment shall execute a Commitment Increase Agreement with the Borrowers, the Guarantors and the Agent, whereupon such Lender shall be bound by, and entitled to the benefits of, this Agreement with respect to the full amount of its Commitment as so increased. (d) Any additional bank or financial institution which is not an existing Lender and which accepts the Borrowers’ offer to participate in the Revolving increased Commitments made pursuant shall execute and deliver to the Agent, the Borrowers and the Guarantors a New Lender Agreement setting forth its Commitment (subject to the limitations on the amounts thereof set forth herein), and upon the effectiveness of such New Lender Agreement such bank or financial institution (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Section 2.22 shall only be available for Agreement, and the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit signature pages hereof shall be deemed to be amended to add the last credit extended under a Revolving Commitment - it being intended that no Borrower name of such New Lender. (e) Upon any increase in the Commitments pursuant to this Section 2.15, Schedule 1.1A shall be in violation deemed amended to reflect the Commitment of this clause each Lender (vincluding any New Lender) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000as thereby increased.

Increase of Commitments. (a) If Subject to Section 2.17(b), the Borrower may increase the Aggregate Commitment then in effect by entering into an Incremental Commitment Agreement with one or more banks or financial institutions (each an “Incremental Lender”), pursuant to which each such Incremental Lender’s Revolving Loan Commitment shall be increased or, if such Incremental Lender was not a Lender prior to entering such Incremental Commitment Agreement, pursuant to which such Incremental Lender makes and is allocated a Revolving Loan Commitment. (b) Any increase in the Aggregate Commitment pursuant to this Section 2.17 will be subject to the satisfaction of the following conditions: (i) no Default or Event of Default has occurred and is continuing; (ii) the Borrower and each Incremental Lender shall have executed and delivered an Incremental Commitment Agreement and each Incremental Lender, if not already a Lender, shall have delivered to the Agent a completed administrative questionnaire; (iii) the Agent shall have delivered its prior written consent, which consent shall not be unreasonably withheld, to each such Incremental Lender, unless such Incremental Lender is already a Lender or an Affiliate of a Lender; (iv) each such increase shall be at least $5,000,000; (v) the cumulative increase in Revolving Loan Commitments pursuant to this Section 2.17 shall not exceed $100,000,000; (vi) no event shall have occurred since the date of the audited financial statements most recently delivered pursuant to Section 6.2(a), with respect to Borrower and be continuing and no eventits Subsidiaries, change or condition has occurred taken as a whole, that has hadresulted, or could reasonably be expected to haveresult, in a Material Adverse EffectChange; (vii) on the effective date of such increase, since no Eurodollar Loan shall be outstanding or if any Eurodollar Loans are outstanding, then the Effective Date, effective date of such increase will be the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases last day of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent Interest Period in writing of the amount respect of such proposed increase Eurodollar Loans unless the Borrower pays compensation pursuant to Section 3.5; (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (iiviii) the aggregate amount of the Lenders’ Revolving Loan Commitments as so increased shall not exceed $175,000,000500,000,000 without the approval of all Lenders; and (ix) the Agent shall have received such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Agent may reasonably request with respect thereto, in each case in form and substance reasonably satisfactory to the Agent. (c) Upon the effectiveness of each Incremental Commitment Agreement executed by an Incremental Lender, (i) such Incremental Lender will become a Lender for all purposes and to the same extent as if originally a party hereto and will be bound by and entitled to the benefits of this Agreement, (ii) the Revolving Loan Commitments and Aggregate Commitment will be deemed to include the new or increased Revolving Loan Commitment of such Incremental Lender, and (iii) any increase such Incremental Lender shall purchase a pro rata portion of the outstanding Loans (and participation interests in either Letters of Credit) from each of the Canadian other Lenders (and such Lenders hereby agree to sell and to take all such further action to effectuate such sale) so that each Lender (including each Incremental Lender) holds its Percentage Share of the Revolving Facility Usage. (d) Upon its receipt of a duly completed Incremental Commitment or Agreement, executed by the UK Revolving CommitmentBorrower and each Incremental Lender party thereto, each as herein providedand the administrative questionnaire referred to in Section 2.17(b)(ii), and subject to the satisfaction of the other conditions of this Section 2.17, the Agent shall require a corresponding dollar per dollar accept such Incremental Commitment Agreement and record the information contained therein in the Register. No increase in the US aggregate Revolving Commitment (such corresponding increase shall not Loan Commitments will be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (effective for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) Agreement unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this relevant Incremental Commitment Agreement shall not exceed $25,000,000have been delivered to the Agent.

Increase of Commitments. (ai) If Subject to this Section 2.04(c), the Borrowers may, at any time after the Effective Date by notice to the Administrative Agent, propose an increase in the Aggregate Commitments hereunder (each such proposed increase being a “Commitment Increase”) either by having a Lender increase its Commitment (each an “Increasing Lender”) or by having a Person which is not then a Lender become a party hereto as a Lender with a new Commitment hereunder (each an “Additional Commitment Increase Lender”), each such Additional Commitment Increase Lender being reasonably acceptable to the Administrative Agent. Such notice shall specify (i) the name of each Increasing Lender and/or Additional Commitment Increase Lender, as applicable, (ii) the amount of the Commitment Increase and the portion thereof being committed to by each such Increasing Lender or Additional Commitment Increase Lender and (iii) the date on which such Commitment Increase is to be effective (a “Commitment Increase Date”). (ii) Each Commitment Increase shall be subject to the following conditions: (A) unless the Administrative Agent otherwise agrees, each Commitment Increase shall be in an amount of at least $50,000,000; (B) immediately after giving effect to any Commitment Increase, the Aggregate Commitments shall not exceed $3,000,000,000; (C) no Default or Event of Default shall have occurred and be continuing on the relevant Commitment Increase Date; (D) the representations and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, warranties of the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases set forth in this Agreement shall be true and correct in all material respects on and as of the US Revolving CommitmentsCommitment Increase Date (or (A) if any such representation or warranty is expressly stated to have been made as of a specific date, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount as of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, thatspecific date, (iB) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (case of Section 5.05(a), such corresponding increase representations and warranties shall not be deemed to be an additional increaserefer to the most recent financial statements furnished by the Borrowers hereunder, (C) in the case of Section 5.05(b), such representations and warranties shall be deemed to refer to the most recent audited statements furnished by the Borrowers hereunder, (ivD) in the Commitments may not be increased without the consent case of Section 5.06, such representations and warranties shall except any matter which has theretofore been disclosed in writing by any Borrower to the Administrative Agent (which consent will make the same available to each Lender) and (E) in the case of those representations and warranties which are qualified by materiality or Material Adverse Effect, such representations and warranties shall be true and correct in all respects); and (E) the Administrative Agent shall have received such other documentation related to such Commitment Increase as it shall reasonably request. (iii) Each Commitment Increase (and the increase of the applicable Commitment of each Increasing Lender and/or the new Commitment of each Additional Commitment Increase Lender, as applicable, resulting therefrom) shall become effective as of the relevant Commitment Increase Date upon satisfaction of the conditions set forth in Section 2.04(c)(ii) and execution of an amendment to this Agreement (an “Incremental Amendment”), in form and substance reasonably satisfactory to the Borrowers and the Administrative Agent, executed by each of (a) the Borrowers, (b) the Administrative Agent and (c) each Increasing Lender and/or such Additional Commitment Increase Lender pursuant to which, effective as of such Commitment Increase Date, each such Increasing Lender and/or such Additional Commitment Increase Lender, as applicable, shall provide its Commitment (or an increase of its applicable Commitment, as applicable). Each of the parties hereto hereby (A) agrees that, notwithstanding anything to the contrary set forth in Section 10.01, this Agreement and the other Loan Documents may be amended pursuant to an Incremental Amendment executed by each of (a) the Borrowers, (b) the Administrative Agent and (c) each Increasing Lender and/or such Additional Commitment Increase Lender, which shall not require the consent of any other Lenders, to the extent reasonably required to (i) reflect the existence and terms of the Commitment Increase and (ii) effect such other amendments to this Agreement and the other Loan Documents as may be unreasonably withheld necessary or delayedappropriate, in the reasonable opinion of the Administrative Agent and the Borrowers, to effect the provisions of this Section or that have otherwise been approved in accordance with Section 10.01, and the Lenders hereby expressly and irrevocably, for the benefit of all parties hereto, authorize the Administrative Agent to enter into such amendment and (B) consents to the transactions contemplated by this Section 2.04(c) (vincluding, for the avoidance of doubt, payment of interest, fees or premiums as may be set forth in the relevant amendment). (iv) that portion Upon receipt of the Revolving Commitments representing an increase executed Incremental Amendment, together with the documents specified in Section 2.04(c)(ii), the Administrative Agent shall record the information contained in such Incremental Amendment in the Revolving Commitments made pursuant Register and give prompt notice of the relevant Commitment Increase to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Borrowers and the Lenders. On each Commitment Increase Date, if there are Loans then outstanding, (for purposes of determining compliance with this clause (vi) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no each applicable Borrower shall simultaneously prepay in full the outstanding Loans, which may be in violation funded with a Borrowing of this clause Loans under the remaining Aggregate Commitments after giving effect to the applicable Commitment Increase or (vii) unless at the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount request of the aggregate Revolving Commitments Borrowers, each existing Lender shall assign to each Increasing Lender and/or Additional Commitment Increase Lender, and each Increasing Lender and/or Additional Commitment Increase Lender shall purchase from each of the existing Lenders, at par, such Borrower before interests in the Loans outstanding, to the extent necessary to keep outstanding Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date (after giving effect to such increaseCommitment Increase), . The Administrative Agent and (vi) the aggregate amount of such increases during Lenders hereby agree that the term minimum borrowing and prepayment requirements in Section 2.02 and 2.03 of this Agreement shall not exceed $25,000,000apply to the transactions effected pursuant to the preceding sentences. (v) Notwithstanding anything herein to the contrary, no Lender shall have any obligation to agree to increase any of its Commitments hereunder and any election to do so shall be in the sole and absolute discretion of such Lender. This Section shall supersede any provisions in Section 2.11 or 10.01(y) to the contrary.

Increase of Commitments. At any time, but not more than four (a4) If no Default or Event times during the term of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datethis Agreement, the Borrowers Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at any no time from time to time prior to the Maturity Date exceed $275,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $25,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (such corresponding increase a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall not be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase, (E) no Proposed New Lender shall be the Company or any Affiliate of the Company and (F) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateJanuary 31, 2011, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Canadian Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of neither the US Revolving Commitment, Commitment nor the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Revolving Commitments as so increased shall not exceed $175,000,000375,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each Commitments as herein provided, so increased shall require a corresponding dollar per dollar increase not exceed $35,000,000 in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)aggregate, and (iv) the Revolving Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed). (b) The Borrowers may, in their sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (v) that 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 increased US Revolving Commitments representing and/or Canadian Revolving Commitments, by notifying the Administrative Agent; provided, that the US Revolving Commitment of any New Lender shall not be less than $15,000,000 (and shall be in an integral multiple of $5,000,000) and the Canadian Revolving Commitment of any New Lender shall not be less than $10,000,000; provided, further that after giving effect to any increase in the Revolving Commitments made commitments pursuant to this Section 2.22 2.24, all Revolving Lenders, including any new Revolving Lender (together with its Related Affiliates) shall only have pro rata Revolving Commitments with respect to the US Revolving Commitments and Canadian Revolving Commitments. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such commitments to certain existing Lenders or to the additional banks or financial institutions identified therein, the Administrative Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of the increased US Revolving Commitments or Canadian Revolving Commitments. (c) Any existing Lender that accepts the Borrowers’ offer to increase its US Revolving Commitment or Canadian Revolving Commitment shall execute a Commitment Increase Agreement with the Borrowers and Agents, whereupon such Lender shall be available bound by, and entitled to the benefits of, this Agreement with respect to the full amount of its US Revolving Commitment or Canadian Revolving Commitment, as applicable, as so increased. (d) Any additional bank or financial institution which is not an existing Lender and which accepts Borrowers’ offer to participate in the increased US Revolving Commitments or Canadian Revolving Commitments shall execute and deliver to the Agents and the Borrowers a New Lender Agreement setting forth its US Revolving Commitment or Canadian Revolving Commitment (subject to the limitations on the amounts thereof set forth herein), and upon the effectiveness of such New Lender Agreement such bank or financial institution (a “New Lender”) shall become a US Revolving Lender or Canadian Lender, as applicable, for all purposes and to the issuance same extent as if originally a party hereto and shall be bound by and entitled to the benefits of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Agreement, and the signature pages hereof shall be deemed to be amended to add the last credit extended under a name of such New Lender. (e) Upon any increase in the US Revolving Commitments or Canadian Revolving Commitments pursuant to this Section 2.24, the Commitment Schedule shall be deemed amended to reflect the US Revolving Commitment - it being intended that no Borrower shall be in violation and Canadian Revolving Commitment of this clause each Lender (vincluding any New Lender) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000as thereby increased.

Increase of Commitments. (a) If The Borrower may increase, at Borrower’s request, the then effective aggregate principal amount of the Revolving Commitments and/or Term Loan Commitments; provided that (1) the aggregate principal amount of the increases in the Revolving Commitments and/or Term Loan Commitments pursuant to this Section 2.23 shall not exceed $100,000,000; (2) the Borrower shall execute and deliver such documents and instruments and take such other actions as may be reasonably required by Administrative Agent in connection with such increases and at the time of any such proposed increase; (3) no Default or Event of Default shall have occurred and be continuing or would occur after giving effect to such increase, all representations and warranties of each Loan Party set forth in the Loan Documents, all Notices of Borrowing, all Notices of Conversion/Continuation and all Compliance Certificates shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) and since December 31, 2010, there shall have been no event, change or condition which has occurred that has had, had or could reasonably be expected to have, have a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase ; (each such notice, a “Commitment Increase Notice”); provided, however, that, 4) (i) none of any incremental Term Loans made under this Section 2.23 (“Incremental Term Loans”) shall have a maturity date no earlier than the US Revolving CommitmentTerm Loan Maturity Date, and shall have a Weighted Average Life to Maturity no shorter than the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentTerm Loans referenced under Section 2.5, and (ii) the aggregate incremental Revolving Commitments provided under this Section 2.23 (“Incremental Revolving Commitments”) shall have an expiration date no earlier than the Revolving Commitment Termination Date; (5) Borrower and its Subsidiaries shall be in pro forma compliance with each of the financial covenants specified in Article VI, measuring Consolidated Total Funded Debt for purposes of Section 6.1 as of the date of such increase is effective giving effect to any Incremental Term Loans and/or loans under the Incremental Revolving Commitments to be funded on such date, and otherwise recomputing the covenants set forth in Article VI as of the most recently ended Fiscal Quarter for which financial statements have been delivered, calculated as if such Incremental Term Loans had been made as of the first day of the relevant period for testing compliance; (6) if the Initial Yield applicable to the Incremental Term Loans or Incremental Revolving Commitments exceeds by more than 50 basis points the sum of the Applicable Margin then in effect for Eurodollar Term Loans or Eurodollar Revolving Loans, as the case may be, plus one fourth of the Up-Front Fees paid in respect of the existing Term Loans and the existing Revolving Commitments (“Existing Yield”), then the Applicable Margin of the existing Term Loans or existing Revolving Loans, as applicable, shall increase by an amount equal to the difference between Initial Yield and the Existing Yield; (7) any collateral securing such Incremental Revolving Commitments and/or Incremental Term Loans shall also secure all other Obligations on a pari passu basis; and (8) all other terms and conditions with respect to the Incremental Revolving Commitments and/or Incremental Term Loans shall be reasonably satisfactory to Administrative Agent. The Borrower may also, but is not required to, specify any fees offered to those Lenders (the “Increasing Lenders”) which agree to increase the principal amount of their Revolving Commitments and/or Term Loan Commitments, which fees may be variable based upon the Commitments as so increased shall not exceed $175,000,000, (iii) amount by which any such Lender is willing to increase in either the Canadian principal amount of its Revolving Commitment or the UK Revolving and/or Term Loan Commitment, as applicable. No Lender shall have any obligation, express or implied, to offer to increase the aggregate principal amount of its Revolving Commitment and/or Term Loan Commitment. Only the consent of each as herein provided, Increasing Lender shall require a corresponding dollar per dollar be required for an increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion aggregate principal amount of the Revolving Commitments representing an increase in the Revolving Commitments made and/or Term Loan Commitments, as applicable, pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed 2.23. No Lender which declines to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless increase the principal amount of its Revolving Loans and Protective Advances outstanding Commitment and/or Term Loan Commitment may be replaced in respect to its existing Revolving Commitment and/or Term Loan Commitment, as applicable, as a result thereof without such Borrower exceed Lender’s consent. (b) Each Increasing Lender shall as soon as practicable specify the amount of the aggregate proposed increase that it is willing to assume. The Borrower may accept some or all of the offered amounts or designate new lenders that are acceptable to Administrative Agent (such approval not to be unreasonably withheld) as additional Lenders hereunder in accordance with this Section 2.23 (each such new lender being a “Additional Lender”), which Additional Lenders may assume all or a portion of the Incremental Revolving Commitments and/or the Incremental Term Loans. The Borrower and Administrative Agent shall have discretion jointly to adjust the allocation of the Incremental Revolving Commitments and/or Incremental Term Loans among Increasing Lenders and Additional Lenders. (c) Subject to subsections (a) and (b) of this Section 2.23, any increase requested by the Borrower shall be effective upon delivery to Administrative Agent of each of the following documents: (i) an originally executed copy of any instrument of joinder signed by a duly authorized officer of each Additional Lender, in form and substance reasonably acceptable to Administrative Agent; (ii) a notice to the Increasing Lenders and Additional Lenders, in form and substance reasonably acceptable to Administrative Agent, signed by a Responsible Officer of the Borrower; (iii) a certificate of the Borrower signed by a Responsible Officer, in form and substance reasonably acceptable to Administrative Agent, certifying that each of the conditions in subsection (a) of this Section 2.23 has been satisfied; (iv) to the extent requested by any Additional Lender or Increasing Lender, executed promissory notes evidencing the Incremental Revolving Commitments and the Incremental Term Loan issued by the Borrower in accordance with Section 2.10; and (v) any other certificates or documents that Administrative Agent shall reasonably request, in form and substance reasonably satisfactory to Administrative Agent. Any such increase shall be in a principal amount equal to the sum of the principal amount of the Incremental Revolving Commitments and Incremental Term Loans that the Increasing Lenders and Additional Lenders are willing to assume, as applicable, as adjusted by the Borrower and Administrative Agent pursuant to this Section 2.23. Upon effectiveness of any such increase, the Commitments and Pro Rata Share of each Lender will be adjusted to give effect to the Incremental Revolving Commitments and/or Incremental Term Loans, as applicable. (d) If any Incremental Term Loans or Incremental Revolving Commitments are to have terms that are different from the Term Loans or Revolving Commitments, as applicable, outstanding immediately prior to such Borrower before giving effect to incurrence (any such increaseIncremental Term Loans or Incremental Revolving Commitments, “Non-Conforming Credit Extensions”), all such terms shall be as set forth in a separate assumption agreement among the Borrower, the Lenders providing such Incremental Term Loans and Incremental Revolving Commitments and Administrative Agent, the execution and delivery of which agreement shall be a condition to the effectiveness of the Non-Conforming Credit Extensions. The scheduled principal payments on the Incremental Term Loans to be made pursuant to Section 2.9 shall be ratably increased after the making of any Incremental Term Loans (viother than Term Loans that are Non-Conforming Credit Extensions) under this Section 2.23 by the aggregate principal amount of such increases during Incremental Term Loans. After the term incurrence of any Non-Conforming Credit Extensions that are Term Loans, all optional prepayments of Term Loans shall be allocated ratably between the then-outstanding Term Loans and such Non-Conforming Credit Extensions. If the Borrower incurs Incremental Revolving Commitments under this Section 2.23 regardless of whether such Incremental Revolving Commitments are Non-Conforming Credit Extensions, the Borrower shall, after such time, repay and incur Revolving Loans ratably as between the Incremental Revolving Commitments and the Revolving Commitments outstanding immediately prior to such incurrence. Notwithstanding anything to the contrary in Section 10.2, the Administrative Agent is expressly permitted to amend the Loan Documents to the extent necessary to give effect to any increase pursuant to this Section 2.23 and mechanical changes necessary or advisable in connection therewith (including amendments to implement the requirements in the preceding two sentences, amendments to ensure pro rata allocations of Eurodollar Loans and Base Rate Loans between Loans incurred pursuant to this Section 2.23 and Loans outstanding immediately prior to any such incurrence and amendments to implement ratable participation in Letters of Credit between the Non-Conforming Credit Extensions consisting of Incremental Revolving Commitments and the Revolving Commitments outstanding immediately prior to any such incurrence). (e) For purposes of this Agreement Section 2.23, the following terms shall not exceed $25,000,000.have the meanings specified below:

Increase of Commitments. (a) If So long as no Default or Event of Default has occurred and is continuing, the Company may by written notice to the Administrative Agent, propose to increase the Aggregate Revolving Commitment Amount (the amount of any such increase, an “Incremental Revolving Commitment”) and/or increase the amount of the Term Loans and/or add one or more incremental term loan facilities (the amount of any such incremental term loans or facilities, an “Incremental Term Commitment”, and together with any Incremental Revolving Commitment, “Incremental Commitments”), in each case, in an amount not less than $10,000,000 and integral multiples of $5,000,000 in excess thereof; provided, however, that the aggregate amount of all Incremental Commitments extended after the Effective Date shall in no event exceed $100,000,000. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Company proposes that any Incremental Commitment shall be effective, which shall be a date not less than thirty (30) days after the date on which such notice is delivered to Administrative Agent. The Company may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably satisfactory to the Administrative Agent, the Issuing Bank and the Swing Line Lender, to provide an Incremental Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment. Any Incremental Commitment shall become effective as of such Increased Amount Date; provided that: (i) no Default or Event of Default shall have occurred exist on such Increased Amount Date before or after giving effect to any Incremental Commitment; (ii) any loan made pursuant to such Incremental Commitment (each an “Incremental Advance”) shall be a “Revolving Advance” or a “Term Loan”, as applicable, for all purposes hereof and shall be continuing subject to the same terms and no eventconditions as the Revolving Advances or the Term Loans, change or condition has occurred as applicable, and shall be guaranteed to the same extent as the other Credit Extensions on a pari passu basis; provided that has hadin the case of each Incremental Advance in the form of a Term Loan, or could reasonably be expected to have, a Material Adverse Effect, since (A) such Term Loan shall not mature earlier than the Effective Maturity Date, (B) the Borrowers may weighted average life to maturity of such Term Loan shall be no shorter than that of the Term Loans which were outstanding immediately after giving effect to this Agreement (the “Initial Term Loans”), (C) subject to clauses (A) and (B) above, the amortization schedule applicable to such Term Loan shall be determined by the Company, the Administrative Agent and the applicable Lenders, (D) the interest rate margin, OID or up-front fees (if any) and interest rate floors (if any) applicable to such Term Loan will be determined by the Company, the Administrative Agent and the applicable Lenders, provided that, in the event that the All-In Yield applicable to such Term Loan exceeds by more than 50 basis points the All-In Yield applicable at any time from such time to time prior the Initial Term Loans, then the interest rate margins for the Initial Term Loans shall be increased to the Maturity Date request extent necessary so that the All-In Yield of the Initial Term Loans is equal to the All-In Yield of such Term Loan minus 50 basis points; (iii) such Incremental Commitments shall be effected pursuant to one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice agreements in form and substance satisfactory to the Administrative Agent and the Borrowers executed and delivered by the Borrowers, the Administrative Agent and the applicable Incremental Lenders (which agreement or agreements may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in writing the opinion of the amount Administrative Agent, to effect the provisions of such proposed increase (each such notice, a “Commitment Increase Notice”this Section 2.22); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), and (iv) the Commitments may not Company shall deliver or cause to be increased delivered any customary legal opinions or other documents (including, without limitation, a resolution duly adopted by the consent board of directors (or equivalent governing body) of the Company authorizing such Incremental Advances (for the avoidance of doubt, resolutions duly adopted by the board of directors (or equivalent governing body)) of the Company delivered pursuant to Section 3.1(c) which authorize such Incremental Advances shall be sufficient as to the Company so long as such resolutions are certified as of the applicable Increased Amount Date as remaining in full force and effect) reasonably requested by the Administrative Agent in connection with any such transaction. (b) The outstanding Revolving Advances and Percentages of Swing Line Advances and L/C Amounts will be reallocated by the Administrative Agent on the applicable Increased Amount Date among the Lenders (including the Incremental Lenders) in accordance with their revised Percentages (and the Lenders (including the Incremental Lenders) agree to make all payments and adjustments necessary to effect such reallocation and the Company shall pay any and all costs required pursuant to Section 2.16 in connection with such reallocation as if such reallocation were a repayment). (c) On any Increased Amount Date on which consent any Incremental Commitment becomes effective, each Incremental Lender with an Incremental Commitment shall not become a Lender hereunder with respect to such Incremental Commitment. Thereafter it shall be unreasonably withheld or delayed) (v) that portion entitled to the same voting rights as the existing Lenders and shall be included in any determination of the Revolving Commitments representing Required Lenders. The Incremental Lenders will not constitute a separate voting class for any purposes under this Agreement. (d) In no event shall the Company make more than three requests for an increase in the Revolving Commitments made Incremental Commitment pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.22.

Increase of Commitments. (a) If So long as no Default or Event of Default exist or would arise as a result thereof, Borrowers’ Representative shall have occurred the right at any time, but only one time during the term of this Agreement, to request an increase of the Revolving Credit Ceiling and the Revolving Credit Dollar Commitments to an amount not to exceed $110,000,000. Any such requested increase shall be continuing first made to all existing Revolving Credit Lenders on a pro rata basis. In the event that any existing Revolving Credit Lender does not notify the Administrative Agent within ten (10) Business Days from the receipt of the requested increase that the such existing Revolving Credit Lender will increase its Revolving Credit Dollar Commitment, and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Dateamount of its increase, the Borrowers may at any time from time existing Revolving Credit Lender shall be deemed to time prior to have declined the Maturity Date request requested increase of its Revolving Credit Dollar Commitment. To the extent that one or more increases existing Revolving Credit Lenders decline to increase their respective Revolving Credit Dollar Commitments, or decline to increase their Revolving Credit Dollar Commitments to the amount requested by the Borrowers’ Representative, the Agent shall use reasonable efforts to arrange for other Persons to become Revolving Credit Lenders hereunder and to issue commitments in an amount equal to the amount of the US increase in the Revolving CommitmentsCredit Ceiling and Revolving Credit Dollar Commitments requested by the Borrowers’ Representative and not accepted by the existing Revolving Credit Lenders (each such increase by either means, Canadian a “Commitment Increase”, and each such Person issuing, or Revolving Commitments Credit Lender increasing, its Revolving Credit Dollar Commitment, an “Additional Commitment Lender”), provided, however, that (x) no Revolving Credit Lender shall be obligated to provide a Commitment Increase as a result of any such request by the Borrower’ Representative, and (y) any Additional Commitment Lender which is not an existing Revolving Credit Lender shall be subject to the approval of the Administrative Agent and (z) nothing contained herein shall constitute the unconditional obligation of the Administrative Agent to provide or obtain commitments for such Commitment Increase, as the UK Revolving Commitments by notice Administrative Agent only is agreeing hereby to use its reasonable efforts to arrange for Commitment Increases and Additional Commitment Lenders. (b) No Commitment Increase shall become effective unless and until each of the following conditions has been satisfied: (i) the Borrowers’ Representative, the Administrative Agent, and any Additional Commitment Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent may reasonably require; (ii) the Borrowers shall have paid such commitment fees and other compensation to the Additional Commitment Lenders as the Borrowers’ Representative, the Administrative Agent and each such Additional Commitment Lenders may agree; (iii) the Borrowers shall have paid such arrangement fees to the Administrative Agent in writing of as the amount Borrowers’ Representative and the Agent may agree; (iv) to the extent requested by any Additional Commitment Lender, a Revolving Credit Note will be issued at the Borrowers’ expense, to each such Additional Commitment Lender, to the extent necessary to reflect the new Revolving Credit Dollar Commitment of such proposed increase Additional Commitment Lender; and (v) the Borrower and the Additional Commitment Lenders shall have delivered such other instruments, documents and agreements as the Administrative Agent may have reasonably requested. (c) The Administrative Agent shall promptly notify each Revolving Credit Lender as to the effectiveness of each Commitment Increase (with each date of such notice, effectiveness being referred to herein as a “Commitment Increase NoticeDate”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and at such time (vix) the Revolving Credit Dollar Commitments under, and for all purposes of, this Agreement shall be increased by the aggregate amount of such increases during Commitment Increases, (y) EXHIBIT 2.23 shall be deemed modified, without further action, to reflect the term revised Revolving Credit Dollar Commitments and Revolving Credit Percentage Commitments of the Revolving Credit Lenders, and (z) this Agreement shall not exceed $25,000,000be deemed amended, without further action, to the extent necessary to reflect such increase in the Revolving Credit Ceiling, such Commitment Increases, and the addition of the Additional Commitment Lenders (if applicable). (d) In connection with Commitment Increases hereunder, the Revolving Credit Lenders and the Borrowers agree that, notwithstanding anything to the contrary in this Agreement, the Borrowers shall, in coordination with the Administrative Agent, (x) repay outstanding Revolving Credit Loans of certain Revolving Credit Lenders, and obtain Revolving Credit Loans from certain other Revolving Credit Lenders (including the Additional Commitment Lenders), but in no event in excess of any such Revolving Credit Lender’s respective Revolving Credit Dollar Commitment, or (y) take such other actions as reasonably may be required by the Administrative Agent, in each case to the extent necessary so that all of the Revolving Credit Lenders effectively participate in each of the outstanding Revolving Credit Loans pro rata on the basis of their respective Revolving Credit Percentage (determined after giving effect to any Commitment Increase.

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time from time to time prior to the Maturity Date Commitment Termination Date, the Company may request one or more increases that the Aggregate Commitment be increased; provided that, without the prior written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving (a) the Aggregate Commitment shall at no time exceed $152,500,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.6.3; (b) the Combined Commitment shall at no time exceed $255,000,000; and (c) each such request shall be in a minimum amount of at least $25,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Company not less than twenty (20) Business Days prior to the proposed effective date of such increase, which notice (a "COMMITMENT INCREASE NOTICE") shall specify the amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in proportions that their respective Commitments bear to the Aggregate Commitment. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the UK Revolving Commitments date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a "LENDER INCREASE NOTICE"). Any Lender which does not submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such fifteen (15) Business Day period shall be deemed to have denied any increase in writing its Commitment. In the event that the increases of Commitments set forth in the Lender Increase Notices exceed the amount requested by the Company in the Commitment Increase Notice, the Administrative Agent and the Arranger shall have the right, in consultation with the Company, to allocate the amount of such proposed increase (each such notice, a “increases necessary to meet the Company's Commitment Increase Notice”); provided. In the event that the Lender Increase Notices are less than the amount requested by the Company, however, that, not later than three (i3) none of Business Days prior to the US Revolving Commitment, proposed effective date the Canadian Revolving Commitment or Company may notify the UK Revolving Commitment Administrative Agent of any Revolving financial institution that shall have agreed to become a "Lender" party hereto (a "PROPOSED NEW LENDER") in connection with the Commitment Increase Notice. Any Proposed New Lender may shall be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayedwithheld). If the Company shall not have arranged any Proposed New Lender(s) (v) that portion of to commit to the Revolving Commitments representing an increase in shortfall from the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Lender Increase Notices, then the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Company shall be deemed to be have reduced the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and Protective Advances outstanding any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to such Borrower exceed the proposed effective date of the amount of each Lender's and Proposed New Lenders' Commitment (the "EFFECTIVE COMMITMENT AMOUNT") and the amount of the aggregate Revolving Commitments Aggregate Commitment, which amounts shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to such Borrower before giving effect to such increase), and the following conditions precedent: (viA) the aggregate amount Company shall have obtained the consent thereto of such increases during each Guarantor and its reaffirmation of the term of this Agreement shall not exceed $25,000,000.Loan Document(s)

Increase of Commitments. (a) The Borrower shall have the right at any time after the Effective 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 ten (10) Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $10 million, the requested date of increase (the “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 Credit 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 on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and no event(y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or condition has occurred that has had, or could change to counsel’s form of opinion reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Administrative Agent in writing order to ensure that such Increasing Lender or Additional Lender is provided with the benefit of the amount of applicable Loan Documents; and (iii) after giving effect to any such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000300 million.