Common use of Increase of Revolving Commitments Clause in Contracts

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the aggregate amount of the Commitments: (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased more than two times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower Borrowers may request an increase of the aggregate amount of the Commitments: Revolving Commitments (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; 10,000,000 and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000200,000,000; provided that (i) no Default shall have occurred and be continuing and continuing, (ii) the aggregate amount of the Aggregate Revolving Commitments shall not previously have been reduced, nor shall the Borrowers have given notice of any such reduction under Section 2.08(b), and (iii) the Aggregate Revolving Commitments shall not be increased more than two times pursuant to this Section 2.19. Each Lender, 2.19 more than three (3) times nor to an aggregate amount in its sole and absolute discretion, shall determine whether it will increase its Commitmentexcess of $800,000,000. If one or more of the Revolving Lenders will is not be increasing its Revolving Commitment pursuant to such requestCommitment, then, with notice to the Administrative Agent and the other Revolving Lenders, another one or more financial institutions, each as approved by the Borrower, Company and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”)Revolving Lenders; provided, that the Revolving Commitment of each New Lender shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders shall be five three (53). The amount of the increase in Revolving Commitments pursuant to this Section 2.19 is herein called the “Increase Amount”. Upon receipt of notice from the Administrative Agent to the Revolving Lenders and the Borrower Company that the Revolving Lenders, or sufficient Revolving Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower Company shall agree, which shall be at least $5,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the BorrowerBorrowers, the Administrative Agent and the Lenders willing to increase their respective Revolving Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. D. If all existing Revolving Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to remedy the forgoingforegoing, on the effective date of the Increased Commitment Supplement, Supplement the Revolving Lenders shall make advances among themselves (either directly or through the Administrative Agent) themselves, such advances to be in amounts sufficient so that after giving effect thereto thereto, the Revolving Loans will shall be held by the Lenders, Revolving Lenders pro rata in accordance with according to their respective Revolving Commitments. Any The advances made by a Revolving Lender under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of one or more of the Lender or Revolving Lenders who shall receive such received the advances. The Revolving Commitments of the Revolving Lenders who do not agree to increase their Revolving Commitments can cannot be reduced or otherwise changed pursuant to this Section 2.19. No Revolving Lender is obligated to increase its Revolving Commitment under the provisions of this Section 2.19.

Increase of Revolving Commitments. By written notice sent (i) At any time and from time to time prior to the expiration of the Availability Period, and so long as no Default or Event of Default shall have occurred which is continuing, Lufkin may elect to increase the aggregate of the Revolving Commitments to an amount not exceeding $225,000,000 minus any reductions in the Revolving Commitments pursuant to Section 2.08(b), provided that (i) Lufkin shall deliver to the Administrative Agent a Commitment Increase Notice in substantially the form of Exhibit J hereto (which a “Commitment Increase Notice”) at least fifteen (15) Business Days prior to such increase to the Administrative Agent and each existing Revolving Lender, (ii) each existing Revolving Lender shall promptly distribute have the right (but not the obligation) to subscribe to its pro rata share of the proposed increase in the Revolving Commitments by giving written notice of such election to Lufkin and the Administrative Agent within ten (10) Business Days after receipt of a notice from Lufkin as above described and, provided that no existing Revolving Lender exercises such election, Lufkin may elect to add a new Revolving Lender, (iii) no Lender shall be required to increase its Revolving Commitment unless it shall have expressly agreed to such increase in writing, (iv) the addition of new Revolving Lenders shall be subject to the Lendersterms and provisions of Section 9.04 as if such new Revolving Lenders were acquiring an interest in the Revolving Loans by assignment from an existing Revolving Lender (to the extent applicable, i.e., required approvals, minimum amounts and the like), (v) Lufkin shall execute and deliver such additional or replacement Revolving Notes and such other documentation (including evidence of proper authorization) as may be reasonably requested by the Borrower may request an Administrative Agent, any new Revolving Lender or any Revolving Lender which is increasing its Commitment, (vi) no Revolving Lender shall have any right to decrease its Revolving Commitment as a result of such increase of the aggregate amount of the Revolving Commitments: , (ivii) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased more than two times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lendersshall have no obligation to arrange, another one find or more locate any Revolving Lender or new bank or financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”), may commit institution to provide an amount equal to participate in any unsubscribed portion of such increase in the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding committed amount of the Revolving Loans Commitments, (viii) such option to increase the Revolving Commitments may only be exercised once, and (ix) the consent of the Lender or Revolving Lenders who shall receive such advances. The Commitments be required for any increase of the Revolving Commitments (such consent to be given or denied in their sole discretion and subject to such terms as they may then require). Lufkin shall be required to pay (or to reimburse each applicable Revolving Lender for) any breakage costs incurred by any Revolving Lender in connection with the need to reallocate existing Revolving Loans among the Revolving Lenders who do not agree to following any increase their in the Revolving Commitments can not be reduced or otherwise changed pursuant to this provision. Except for fees provided in Section 2.192.13 or as may otherwise be agreed by Lufkin and any applicable Revolving Lender, Lufkin shall not be required to pay any upfront or other fees or expenses to any existing Revolving Lenders, new Revolving Lenders or the Administrative Agent with respect to any such increase in Revolving Commitments.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the LendersRevolving Banks), the Borrower may request an increase of the aggregate amount of the Commitments: (i) Revolving Commitments by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,00010,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased more than two times pursuant to this Section 2.19continuing. Each LenderRevolving Bank, in its sole and absolute discretion, shall determine whether it will increase its Revolving Commitment. If one or more of the Lenders Revolving Banks will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other LendersRevolving Banks, another one or more financial institutions, each as approved by the Borrower, Borrower and the Administrative Agent (a “New LenderBank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders Revolving Banks (the “Increase Amount”); provided, that the Revolving Commitment of each New Lender Bank shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders Banks shall be five two (52). Upon receipt of notice from the Administrative Agent to the Lenders Revolving Banks and the Borrower that the LendersRevolving Banks, or sufficient Lenders Revolving Banks and New LendersBanks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: , and provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders Revolving Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested such documentation relating to such increase, then after giving effect in form and substance reasonably acceptable to the requested increase Agent, as the outstanding Revolving Loans Agent may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19request.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Revolving Lenders), the Borrower may request an increase of the aggregate amount of the Revolving Commitments: (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000100,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Revolving Commitments shall not previously have been increased more than two four times pursuant to this Section 2.192.21. Each Revolving Lender, in its sole and absolute discretion, shall determine whether it will increase its Revolving Commitment. If one or more of the Revolving Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Revolving Lenders, another one or more financial institutions, each as approved by the Borrower, Borrower and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Revolving Lenders (the “Increase Amount”); provided, that the Revolving Commitment of each New Lender shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Revolving Lenders, or sufficient Revolving Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Revolving Lenders willing to increase their respective Revolving Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. C. If all existing Revolving Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to remedy the forgoingforegoing, on the effective date of the Increased Commitment Supplement, Supplement the Revolving Lenders shall make advances among themselves (either directly or through the Administrative Agent) themselves, such advances to be in amounts sufficient so that after giving effect thereto thereto, the Revolving Loans will shall be held by the Lenders, Revolving Lenders pro rata in accordance with according to their respective Revolving Commitments. Any The advances made by a Revolving Lender under this Section 2.19 by a Lender 2.21 shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of one or more of the Lender or Revolving Lenders who shall receive such received the advances. The Revolving Commitments of the Revolving Lenders who do not agree to increase their Revolving Commitments can not be reduced or otherwise changed pursuant to this Section 2.192.21.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the LendersRevolving Banks), the Borrower Carlisle may request from time to time an increase of the aggregate amount of the Commitments: (i) Revolving Commitments by an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and continuing, (ii) the aggregate amount of the Revolving Commitments shall not previously have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Revolving Commitments cannot be increased more than two times pursuant to this Section 2.192.18 more than three (3) times; and (iv) at no time shall the aggregate amount of the Revolving Commitments plus the Dollar Amount of the outstanding principal amount of the Term Loans exceed $1,500,000,000 in the aggregate. Each Lender, No Revolving Bank shall have any obligation to increase its Revolving Commitment. A Revolving Bank’s decision whether to increase its Revolving Commitment under this Section 2.18 if it is requested to do so shall be made in its such Revolving Bank’s sole and absolute discretion, discretion and any failure to respond to a request shall determine whether be deemed to be a decision by such Revolving Bank that it will not increase its Revolving Commitment. If one or more of the Lenders will Revolving Banks is not be increasing its Revolving Commitment pursuant to such requestCommitment, then, with notice to the Administrative Agent and the other LendersRevolving Banks, another one or more financial institutions, each as approved by the Borrower, Co-Borrowers and the Administrative Agent (a “New LenderBank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders Revolving Banks (the “Increase Amount”); provided, that the Revolving Commitment of each New Lender Bank shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders Banks shall be five three (53). Upon receipt of notice from the Administrative Agent to the Lenders Revolving Banks and the Borrower Carlisle that the LendersRevolving Banks, or sufficient Lenders Revolving Banks and New LendersBanks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower Co-Borrowers shall agree, which shall be at least $5,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the BorrowerCo-Borrowers, the Administrative Agent and the Lenders Revolving Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. G hereto. If all existing Lenders Revolving Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, Supplement the Lenders Revolving Banks shall make advances among themselves (either directly or which may be through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the LendersRevolving Banks, pro rata in accordance with their FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, Page 48 ACTIVE 221393034 respective CommitmentsApplicable Percentages hereunder. Any The advances made under this Section 2.19 by a Lender each Revolving Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender Revolving Bank or Lenders who shall receive such advancesRevolving Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to advances made under this Section 2.19shall be ABR Borrowings made under each Revolving Bank’s Revolving Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.

Increase of Revolving Commitments. By (a) The Borrower may, by written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lendersa “Commitment Increase Notice”), the Borrower may at any time request an increase increases of the aggregate amount of the Commitments: Revolving Commitment (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000a “Revolving Commitment Increase”); provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of Revolving Commitment Increases occurring after the Commitments Restatement Closing Date shall not previously have been increased more result, at any time, in aggregate Revolving Loan Commitments in excess of $60,000,000 (unless the Majority Lenders shall otherwise commit in writing); (ii) each exercise of the increase request option shall be in a minimum principal amount of not less than two times pursuant to this Section 2.19$5,000,000; and (iii) no such increase may be requested when a Default or Event of Default has occurred and is continuing. Each Lendersuch notice shall specify (A) the date (each, in its sole and absolute discretion, shall determine whether it will increase its Commitment. If one or more of an “Increased Amount Date”) on which Borrower proposes that the Lenders will not be increasing its Revolving Commitment pursuant to Increase shall be effective and (B) the requested amount of such request, then, with notice increase. Notwithstanding any term of this Agreement to the Administrative contrary, neither the Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a nor any Lender shall be deemed to be have committed to any Revolving Commitment Increase unless such Lender executes and delivers an Increased Commitment Letter (as defined below); for the avoidance of doubt, any Lender may accept or decline to provide a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19Commitment Increase in its sole discretion.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the LendersRevolving Banks), the Borrower may request from time to time an increase of the aggregate amount of the Commitments: (i) Revolving Commitments by an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Event of Default shall have occurred and be continuing and (ii) at no time shall the aggregate amount of the Revolving Commitments exceed $1,125,000,000 in the aggregate. No Revolving Bank shall not previously have been increased more than two times pursuant any obligation to increase its Revolving Commitment. A Revolving Bank’s decision whether to increase its Revolving Commitment under this Section 2.19. Each Lender, 2.18 if it is requested to do so shall be made in its such Revolving Bank’s sole and absolute discretion, discretion and any failure to respond to a request shall determine whether be deemed to be a decision by such Revolving Bank that it will not increase its Revolving Commitment. If The Borrower may arrange for any such increase to be provided by one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another Banks or by one or more new banks, financial institutions, each as approved by the Borrower, and the Administrative Agent institutions or other entities (a “New LenderBank”), may commit to provide an ) and any such increased amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, ) provided that the Commitment of each New Lender Bank shall be at least $10,000,000 and subject to the maximum number approval of the Administrative Agent, to the extent the approval of the Administrative Agent would be required to effect an assignment to such New Lenders shall Bank under Section 9.06(b) (such consent not to be five (5unreasonably withheld or denied). Upon receipt of notice from the Administrative Agent to the Lenders Revolving Banks and the Borrower that the LendersRevolving Banks, or sufficient Lenders Revolving Banks and New LendersBanks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that that, no Event of Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. G hereto. No consent of any Bank (other than the Banks participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.18. If all existing Lenders Revolving Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, Supplement the Lenders Revolving Banks shall make advances among themselves (either directly or which may be through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the LendersRevolving Banks, pro rata in accordance with their respective CommitmentsApplicable Percentages hereunder. Any The advances made under this Section 2.19 by a Lender each Revolving Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender Revolving Bank or Lenders who shall receive such advancesRevolving Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to advances made under this Section 2.19shall be ABR Borrowings made under each Revolving Bank’s Revolving Commitment unless another type of Borrowing is selected by the Borrower to be applicable thereto.

Increase of Revolving Commitments. By written notice sent to With the Administrative Agent (which prior consent of the Administrative Agent shall promptly distribute to the Lenders)Agent, the Borrower may shall have the right at any time and from time to time during the term of this Agreement to request an increase of increases in the aggregate amount of the Commitments: Revolving Commitments (iprovided that after giving effect to any increases in the Revolving Commitments pursuant to this Section, the aggregate amount of the Revolving Commitments may not exceed $400,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Revolving Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $10,000,000 in excess thereof. No Lender shall be required to increase its Revolving Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Revolving Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Revolving Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, the increase in the amount of its Commitment Percentage, in each case as determined after giving effect to the increase of Revolving Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to any integral multiple the sum of $5,000,000 but no less than $10,000,000; (iiA) the portion of the outstanding principal amount of such Revolving Loans to be purchased by an aggregate amount up to $150,000,000; and such Lender plus (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and (iiB) the aggregate amount of payments previously made by the other Lenders under Section 2.5.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. No increase of the Revolving Commitments shall not previously have been increased more than two times pursuant to may be effected under this Section 2.19. Each Lender, if (x) a Default or Event of Default shall be in its sole and absolute discretion, shall determine whether it will existence on the effective date of such increase its Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one (y) any representation or more financial institutions, each as approved warranty made or deemed made by the Borrower, and Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct on the Administrative Agent effective date of such increase (a “New Lender”except for representations or warranties which expressly relate solely to an earlier date), may commit to provide an amount equal to . In connection with any increase in the aggregate amount of the requested increase that will not be provided by Revolving Commitments pursuant to this Section, (a) any Lender becoming a party hereto shall execute such documents and agreements as the existing Lenders Agent may reasonably request and (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as b) the Borrower shall agreemake appropriate arrangements so that each new Lender, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof)any existing Lender increasing its Revolving Commitment, then: provided that no Default exists at such time receives a new or after giving effect to the requested increasereplacement Note, the Borroweras appropriate, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion amount of such Lender’s Revolving Commitment within 2 Business Days of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date effectiveness of the Increased Commitment Supplement, applicable increase in the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding aggregate amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19Commitments.

Increase of Revolving Commitments. By written notice sent From and including May 4, 2004 to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders)but excluding May 31, the 2005, Borrower may request an increase of the aggregate amount of the CommitmentsRevolving Commitments by an aggregate amount: (i) by an aggregate amount equal to any integral multiple of Five Million Dollars ($5,000,000 but no 5,000,000) and not less than Five Million Dollars ($10,000,000; 5,000,000) and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed the sum of Thirty Million Dollars ($500,000,00030,000,000); provided provided, that (i) no Default shall have occurred and be continuing and on the effective date of the increase; (ii) the aggregate amount Revolving Commitments shall not have been reduced under this Section 2.6 (but may have been reduced pursuant to Section 5.4(b)(ii)), nor shall Borrower have given notice of any such reduction under Section 2.6(a), (iii) the Revolving Commitments shall not previously have been increased more than two times pursuant to this Section 2.19. Each Lender2.6(b) on more than four (4) occasions, in its sole and absolute discretion, (iv) no Bank shall determine whether it will have any obligation to increase its CommitmentRevolving Commitment unless it is a party to an Increased Commitment Supplement. If The increase in the Revolving Commitments under this Section 2.6(b) may be accomplished by one or more of the Lenders will not be Banks increasing its their respective Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another Commitments or by one or more financial institutions, Persons being added as “Banks” hereunder (each as approved by the Borrower, and the Administrative Agent (a “New LenderBank”), may commit to provide an amount equal to the aggregate amount ) or by a combination of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”)foregoing; provided, that the Revolving Commitment of each New Lender Bank shall be at least Five Million Dollars ($10,000,000 5,000,000) and the maximum number of New Lenders Banks shall be five four (54). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided Provided that no Default exists at such time or after giving effect to the requested increase, an increase in the Borrower, Revolving Commitments made in accordance with this Section 2.6(b) shall become effective on the Administrative date Agent receives a properly completed Increased Commitment Supplement executed by Borrower and the Lenders Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) ). Agent shall promptly execute and deliver an any Increased Commitment Supplement (herein so calleddelivered in accordance with this Section 2.6(b) in and deliver a copy thereof to the form attached hereto as Exhibit E. other Banks. If all existing Lenders Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to To remedy the forgoingforegoing, on upon the effective date of the Increased Commitment Supplement, the Lenders Banks shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the LendersBanks, pro rata in accordance with their respective Commitmentsthe Commitment Percentages. Any advances made under this Section 2.19 2.6(b) by a Lender Bank shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender Bank or Lenders Banks who shall receive such advances. The Revolving Commitments of the Lenders Banks who do not agree to increase their Revolving Commitments can not be reduced or otherwise changed pursuant to this Section 2.192.6(b).

Increase of Revolving Commitments. By written notice sent From and including the Closing Date to but excluding the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders)Revolving Termination Date, the Borrower may request an increase of the aggregate amount of the CommitmentsRevolving Commitments by an aggregate amount: (i) by an aggregate amount equal to any integral multiple of Five Million Dollars ($5,000,000 but no 5,000,000) and not less than Five Million Dollars ($10,000,000; 5,000,000) and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed the sum of Fifty Million Dollars ($500,000,00050,000,000); provided provided, that (i) no Default shall have occurred and be continuing and on the effective date of the increase; (ii) the aggregate amount Revolving Commitments shall not have been reduced under this Section 2.6 (but may have been reduced pursuant to Section 4.4(b)(ii)), nor shall Borrower have given notice of any such reduction under Section 2.6(a), (iii) the Revolving Commitments shall not previously have been increased more than two times pursuant to this Section 2.19. Each Lender2.6(b) on more than four (4) occasions, in its sole and absolute discretion, (iv) no Bank shall determine whether it will have any obligation to increase its CommitmentRevolving Commitment unless it is a party to an Increased Commitment Supplement. If The increase in the Revolving Commitments under this Section 2.6(b) may be accomplished by one or more of the Lenders will not be Banks increasing its their respective Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another Commitments or by one or more financial institutions, Persons being added as “Banks” hereunder (each as approved by the Borrower, and the Administrative Agent (a “New LenderBank”), may commit to provide an amount equal to the aggregate amount ) or by a combination of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”)foregoing; provided, that the Revolving Commitment of each New Lender Bank shall be at least Five Million Dollars ($10,000,000 5,000,000) and the maximum number of New Lenders Banks shall be five four (54). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided Provided that no Default exists at such time or after giving effect to the requested increase, an increase in the Borrower, Revolving Commitments made in accordance with this Section 2.6(b) shall become effective on the Administrative date Agent receives a properly completed Increased Commitment Supplement executed by Borrower and the Lenders Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) ). Agent shall promptly execute and deliver an any Increased Commitment Supplement (herein so calleddelivered in accordance with this Section 2.6(b) in and deliver a copy thereof to the form attached hereto as Exhibit E. other Banks. If all existing Lenders Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to To remedy the forgoingforegoing, on upon the effective date of the Increased Commitment Supplement, the Lenders Banks shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the LendersBanks, pro rata in accordance with their respective Commitmentsthe Commitment Percentages. Any advances made under this Section 2.19 2.6(b) by a Lender Bank shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender Bank or Lenders Banks who shall receive such advances. The Revolving Commitments of the Lenders Banks who do not agree to increase their Revolving Commitments can not be reduced or otherwise changed pursuant to this Section 2.192.6(b).

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the LendersRevolving Banks), the Borrower Carlisle may request from time to time an increase of the aggregate amount of the Commitments: (i) Revolving Commitments by an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and continuing, (ii) the aggregate amount of the Revolving Commitments shall not previously have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Revolving Commitments cannot be increased more than two times pursuant to this Section 2.192.18 more than three (3) times; and (iv) at no time shall the aggregate amount of the Revolving Commitments plus the Dollar Amount of the outstanding principal amount of the Term Loans exceed $1,500,000,000 in the aggregate. Each Lender, No Revolving Bank shall have any obligation to increase its Revolving Commitment. A Revolving Bank’s decision whether to increase its Revolving Commitment under this Section 2.18 if it is requested to do so shall be made in its such Revolving Bank’s sole and absolute discretion, discretion and any failure to respond to a request shall determine whether be deemed to be a decision by such Revolving Bank that it will not increase its Revolving Commitment. If one or more of the Lenders will Revolving Banks is not be increasing its Revolving Commitment pursuant to such requestCommitment, then, with notice to the Administrative Agent and the other LendersRevolving Banks, another one or more financial institutions, each as approved by the Borrower, Co-Borrowers and the Administrative Agent (a “New LenderBank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders Revolving Banks (the “Increase Amount”); provided, that the Revolving Commitment of each New Lender Bank shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders Banks shall be five three (53). Upon receipt of notice from the Administrative Agent to the Lenders Revolving Banks and the Borrower Carlisle that the LendersRevolving Banks, or sufficient Lenders Revolving Banks and New LendersBanks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower Co-Borrowers shall agree, which shall be at least $5,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the BorrowerCo-Borrowers, the Administrative Agent and the Lenders Revolving Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. G hereto. If all existing Lenders Revolving Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, Supplement the Lenders Revolving Banks shall make advances among themselves (either directly or which may be through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the LendersRevolving Banks, pro rata in accordance with their respective CommitmentsApplicable Percentages hereunder. Any The advances made under this Section 2.19 by a Lender each Revolving Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Revolving FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, Page 62 - Loans of the Lender Revolving Bank or Lenders who shall receive such advancesRevolving Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to advances made under this Section 2.19shall be ABR Borrowings made under each Revolving Bank’s Revolving Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Revolving Lenders), the Borrower may request an increase of the aggregate amount of the Revolving Commitments: (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000150,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Revolving Commitments shall not previously have been increased more than two four times pursuant to this Section 2.192.20. Each Revolving Lender, in its sole and absolute discretion, shall determine whether it will increase its Revolving Commitment. If one or more of the Revolving Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Revolving Lenders, another one or more financial institutions, each as approved by the Borrower, Borrower and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Revolving Lenders (the “Increase Amount”); provided, provided that the Revolving Commitment of each New Lender shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders shall be five (5)five. Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Revolving Lenders, or sufficient Revolving Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Revolving Lenders willing to increase their respective Revolving Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. C. If all existing Revolving Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to remedy the forgoingforegoing, on the effective date of the Increased Commitment Supplement, Supplement the Revolving Lenders shall make advances among themselves (either directly or through the Administrative Agent) themselves, such advances to be in amounts sufficient so that after giving effect thereto thereto, the Revolving Loans will shall be held by the Lenders, Revolving Lenders pro rata in accordance with according to their respective Revolving Commitments. Any The advances made by a Revolving Lender under this Section 2.19 by a Lender 2.20 shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of one or more of the Lender or Revolving Lenders who shall receive such received the advances. The Revolving Commitments of the Revolving Lenders who do not agree to increase their Revolving Commitments can cannot be reduced or otherwise changed pursuant to this Section 2.192.20.

Increase of Revolving Commitments. By written notice sent (a) The Borrower shall have the right at any time after the Effective Date to request that the aggregate Revolving Commitments hereunder be increased (a “Commitment Increase”) in accordance with the following provisions and subject to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the aggregate amount of the Commitmentsfollowing conditions: (i) by an aggregate amount equal The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of the Revolving Lenders, at least ten Business Days’ prior written notice (a “Notice of Increase”) of any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) such requested increase specifying the aggregate amount of by which the Revolving Commitments shall not previously have been are to be increased more than two times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Requested Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 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 Revolving Lenders wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Revolving Commitments (the “Commitment Date”). Each Revolving 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 Revolving Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Revolving 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 Revolving Commitment of each such Eligible Assignee shall be in an amount of not less than $1 million or an integral multiple of $5,000,000 1 million in excess thereof), then: provided that no Default exists at such time thereof (or after giving effect equal to the requested increasetotal remaining capacity under the Maximum Incremental Facilities Amount). Any such Eligible Assignee that agrees to acquire a Revolving Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the Borrowerterms and conditions hereof, (x) the Commitment Schedule shall be deemed to be amended to reflect the increases contemplated hereby, (y) the Revolving Commitment of each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Lenders Borrower (but in no event greater than the amount by which such Revolving Lender is willing to increase their respective Commitments its Revolving Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the New Lenders Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Revolving Commitment in an amount determined by the Administrative Agent and the Borrower (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) but in no event greater than the amount by which such Revolving Lender is willing to participate in the form attached hereto as Exhibit E. requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Revolving Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Revolving Loans outstanding hereunder, the Borrower shall borrow from all existing Lenders shall not have provided their pro rata portion or certain of the requested increaseRevolving Lenders and/or prepay Revolving Loans of all or certain of the Revolving Lenders such that, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoingthereto, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Revolving Lenders (including for such purposes the Increasing Lenders and the Additional Lenders, pro rata ) ratably in accordance with their respective Revolving Commitments. Any advances made On and after each Requested Increase Date, the ratable share of each Revolving Lender’s participation in Letters of Credit and Revolving Loans from draws under this Section 2.19 by a Lender Letters of Credit shall be deemed calculated after giving effect to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive each such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19Commitment Increase.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the LendersRevolving Banks), the Borrower Carlisle may request from time to time an increase of the aggregate amount of the Commitments: (i) Revolving Commitments by an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (i) no Default shall have occurred and be continuing and continuing, (ii) the aggregate amount of the Revolving Commitments shall not previously have been reduced, nor shall Carlisle have given notice of any such reduction under Section 2.10, (iii) the aggregate amount of the Revolving Commitments cannot be increased more than two times pursuant to this Section 2.192.18 more than three (3) times; and (iv) at no time shall the aggregate amount of the Revolving Commitments plus the Dollar Amount of the outstanding principal amount of the Term Loans exceed $1,500,000,000 in the aggregate. Each Lender, No Revolving Bank shall have any obligation to increase its Revolving Commitment. A Revolving Bank’s decision whether to increase its Revolving Commitment under this Section 2.18 if it is requested to do so shall be made in its such Revolving Bank’s sole and absolute discretion, discretion and any failure to respond to a request shall determine whether be deemed to be a decision by such Revolving Bank that it will not increase its Revolving Commitment. If one or more of the Lenders will Revolving Banks is not be increasing its Revolving Commitment pursuant to such requestCommitment, then, with notice to the Administrative FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, Page 51 3ACTIVE 221393034 Agent and the other LendersRevolving Banks, another one or more financial institutions, each as approved by the Borrower, Co-Borrowers and the Administrative Agent (a “New LenderBank”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders Revolving Banks (the “Increase Amount”); provided, that the Revolving Commitment of each New Lender Bank shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders Banks shall be five three (53). Upon receipt of notice from the Administrative Agent to the Lenders Revolving Banks and the Borrower Carlisle that the LendersRevolving Banks, or sufficient Lenders Revolving Banks and New LendersBanks, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower Co-Borrowers shall agree, which shall be at least $5,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the BorrowerCo-Borrowers, the Administrative Agent and the Lenders Revolving Banks willing to increase their respective Revolving Commitments and the New Lenders Banks (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. G hereto. If all existing Lenders Revolving Banks shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, Supplement the Lenders Revolving Banks shall make advances among themselves (either directly or which may be through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the LendersRevolving Banks, pro rata in accordance with their respective CommitmentsApplicable Percentages hereunder. Any The advances made under this Section 2.19 by a Lender each Revolving Bank whose Applicable Percentage is new or has increased under the Increased Commitment Supplement (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement) shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender Revolving Bank or Lenders who shall receive such advancesRevolving Banks whose Applicable Percentage has decreased (as compared to its Applicable Percentage prior to the effectiveness of the Increased Commitment Supplement). The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to advances made under this Section 2.19shall be ABR Borrowings made under each Revolving Bank’s Revolving Commitment unless another type of Borrowing is selected by Carlisle to be applicable thereto.

Increase of Revolving Commitments. By (a) The Company may on one or more occasions, by written notice sent to the Administrative Agent Agent, executed by the Company and one or more financial institutions (which the Administrative Agent shall promptly distribute any such financial institution referred to the Lendersin this Section being called an “Increasing Lender”), which may include any Lender, cause new Revolving Commitments to be extended by the Borrower may request an increase Increasing Lenders or cause the existing Revolving Commitments of the aggregate amount of Increasing Lenders to be increased, as the Commitments: case may be (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to such extension or increase, a “Commitment Increase”), in an amount not to exceed $500,000,000for each Increasing Lender set forth in such notice; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased more than two times all Commitment Increases effected pursuant to this Section 2.19. Each paragraph shall not exceed $250,000,000, (ii) each Increasing Lender, in its sole and absolute discretionif not already a Lender hereunder, shall determine whether it will increase its Commitment. If one or more be subject to the approval of the Lenders will Administrative Agent and the Company (in each case not to be increasing its Revolving Commitment pursuant unreasonably withheld or delayed), (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to such request, then, with notice this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the other LendersCompany and (iv) no Lender shall be required to participate in any Commitment Increase. New Revolving Commitments and increases in Revolving Commitments shall, another one or more financial institutionssubject to the terms and conditions of this Section, each as approved by become effective on the Borrowerdate specified in the applicable notice delivered pursuant to this paragraph. 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 the obligations, of a Revolving Lender hereunder. For the avoidance of doubt, upon the effectiveness of any Commitment Increase, the Applicable Percentages of all the Revolving Lenders shall automatically be adjusted to give effect thereto. On the effective date of any Commitment Increase pursuant to this Section (the “Increase Effective Date”), (i) the aggregate principal amount of the Revolving Loans outstanding (the “Initial Loans”) immediately prior to giving effect to such Commitment Increase on the Increase Effective Date shall be deemed to be repaid, (ii) after the effectiveness of the Commitment Increase, the Company shall be deemed to have requested new Revolving Borrowings (the “Subsequent Borrowings”) in an aggregate principal amount equal to the aggregate principal amount of the Initial Loans 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, (a “New Lender”), may commit iii) each Revolving Lender shall pay to provide the Administrative Agent in same day funds an amount equal to the aggregate amount difference, if positive, between (A) such Lender’s Applicable Percentage of the requested increase that will not be provided by the existing Lenders Revolving Commitments (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or calculated after giving effect to the requested increaseCommitment Increase) of each Subsequent Borrowing and (B) such Lender’s Applicable Percentage of the Revolving Commitments (calculated without giving effect to the Commitment Increase) of each Borrowing comprised of Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the BorrowerAdministrative Agent shall pay to each Revolving Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage of the Revolving Commitments (calculated without giving effect to the Commitment Increase) of each Borrowing comprised of Initial Loans and (B) such Lender’s Applicable Percentage of the Revolving Commitments (calculated after giving effect to the Commitment Increase) of the amount of each Subsequent Borrowing, (v) each Increasing Lender and each other Revolving Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to the Commitment Increase) and (vi) the Company shall pay to each Revolving 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 Company 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. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) shall become effective under this Section unless, on the applicable Increase Effective Date, (A) the conditions set forth in Sections 4.02(a) (but without giving effect to the parenthetical therein) and 4.02(b) 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 a certificate to that effect dated such date and executed by a Financial Officer of the Company, (B) the Administrative Agent shall have received an opinion of counsel for the Company as to the power and authority of the Company to borrow and perform its obligations hereunder after giving effect to such Commitment Increase, (C) after giving effect to such Commitment Increase (and assuming that the full amount of the Revolving Commitments shall have been funded as Loans on such date), and any related transaction, on a pro forma basis in accordance with Section 1.04(b), the Company shall be in compliance with the covenants set forth in Sections 6.07 and 6.08 (in each case, calculated as of the last day of or for the period of four consecutive fiscal quarters of the Company then most recently ended for which the financial statements have been delivered pursuant to Section 5.01(a) or 5.01(b) (or prior to the first such delivery, as of or for such period ended on June 30, 2014)), and (D) all fees and expenses owing in respect of such Commitment Increase to the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19been paid.

Increase of Revolving Commitments. By written (a) Upon notice sent to the Administrative Agent (which the Administrative Agent who shall promptly distribute to notify the Lenders), the Borrower may Borrowers may, from time to time, request an increase in the aggregate Revolving Commitments of the aggregate amount of the Commitments: (i) by Lenders up to an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000200,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) any such increase in the aggregate amount Revolving Commitments of the Lenders shall be in increments of $25,000,000. Any increase in the Revolving Commitments shall not previously have been increased more than two times pursuant to this Section 2.192.1.7 is subject to approval by the Agent. At the time of sending the notice referred to in the first sentence of this clause (a), the Borrowers (in consultation with the Agent) shall specify the time period within which each Lender is requested to respond to such request. Each LenderLender shall respond within such time period to the Agent and shall indicate whether or not such Lender agrees to increase its Revolving Commitment and, if so, whether by an amount equal to or less than its Pro Rata amount of such requested increase. Any Lender not responding within such time period shall be deemed to have declined to increase its Revolving Commitment. The Agent shall notify the Borrowers and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, the Borrowers may also (i) request that one or more other Lenders, in its their sole and absolute discretion, shall determine whether it will nonratably increase its Commitment. If one or more of the Lenders will not be increasing its their Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”Commitment(s), may commit (ii) and/or invite additional Persons to provide an amount equal to become Lenders under the aggregate amount terms of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19Agreement.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the aggregate amount of the Commitments: Revolving Commitments (ieach such increase, the "Increase Amount") by provided that (a) each Increase Amount shall be in an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; 5,000,000, (iib) by an the aggregate amount up to of all Increase Amounts permitted under this Section 2.20 shall not exceed $150,000,00025,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (ic) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased more than two times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Commitmentcontinuing. If one or more of the existing Lenders will chooses not be increasing to increase its Revolving Commitment pursuant to such requestCommitment, then, with then by notice to the Administrative Agent and the other LendersAgent, another any one or more new financial institutions, each as approved consented to (such consent not to be unreasonably withheld) by the Borrower, Borrower and the Administrative Agent (each such financial institution, a “"New Lender”"), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5)Lenders. Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the existing Lenders, or sufficient existing Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increaseIncrease Amount, the Borrower, the Administrative Agent and the existing Lenders willing to increase their respective Revolving Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. Supplement. If all existing Lenders shall not have provided their pro rata portion of the requested increaseIncrease Amount, then after giving effect to the requested increase Increase Amount the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective CommitmentsApplicable Percentages. Any advances made under this Section 2.19 2.20 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Revolving Commitments of the Lenders who do not agree to increase their Revolving Commitments can not be reduced or otherwise changed pursuant to this Section 2.192.20.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the aggregate amount of the Revolving Commitments: (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,00050,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Revolving Commitments shall not previously have been increased more than two times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Revolving Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, Borrower and the Administrative Agent (a “"New Lender”"), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “"Increase Amount”"); provided, that the Revolving Commitment of each New Lender shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Revolving Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. C. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment SupplementSupplement the Borrower shall request a borrowing hereunder which shall be made only by the Lenders who have increased their Revolving Commitment and, if applicable, the New Lenders. The proceeds of such borrowing shall be utilized by the Borrower to repay the outstanding Revolving Loans of Lenders shall make advances among themselves (either directly or through the Administrative Agent) who did not agree to increase their Revolving Commitments, such borrowing and repayments to be in amounts sufficient so that after giving effect thereto thereto, the Revolving Loans will shall be held by the Lenders, Lenders pro rata in accordance with according to their respective Revolving Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the The Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Revolving Commitments can not be reduced or otherwise changed pursuant to this Section 2.19.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower Borrowers may request an increase of the aggregate amount of the Commitments: Revolving Commitments (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no and not less than $10,000,000; 10,000,000 and (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000200,000,000; provided that (i) no Default shall have occurred and be continuing and continuing, (ii) the aggregate amount of the Aggregate Revolving Commitments shall not previously have been reduced, nor shall the Borrowers have given notice of any such reduction under Section 2.08(b), and (iii) the Aggregate Revolving Commitments shall not be increased more than two times pursuant to this Section 2.19. Each Lender, 2.19 more than three (3) times nor to an amount in its sole and absolute discretion, shall determine whether it will increase its Commitmentexcess of $600,000,000. If one or more of the Revolving Lenders will is not be increasing its Revolving Commitment pursuant to such requestCommitment, then, with notice to the Administrative Agent and the other Revolving Lenders, another one or more financial institutions, each as approved by the Borrower, Company and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”)Revolving Lenders; provided, that the Revolving Commitment of each New Lender shall be at least $10,000,000 5,000,000 and the maximum number of New Lenders shall be five three (53). The amount of the increase in Revolving Commitments pursuant to this Section 2.19 is herein called the “Increase Amount”. Upon receipt of notice from the Administrative Agent to the Revolving Lenders and the Borrower Company that the Revolving Lenders, or sufficient Revolving Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower Company shall agree, which shall be at least $5,000,000 10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the BorrowerBorrowers, the Administrative Agent and the Lenders willing to increase their respective Revolving Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. D. If all existing Revolving Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Revolving Commitments. In order to remedy the forgoingforegoing, on the effective date of the Increased Commitment Supplement, Supplement the Revolving Lenders shall make advances among themselves (either directly or through the Administrative Agent) themselves, such advances to be in amounts sufficient so that after giving effect thereto thereto, the Revolving Loans will shall be held by the Lenders, Revolving Lenders pro rata in accordance with according to their respective Revolving Commitments. Any The advances made by a Revolving Lender under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of one or more of the Lender or Revolving Lenders who shall receive such received the advances. The Revolving Commitments of the Revolving Lenders who do not agree to increase their Revolving Commitments can cannot be reduced or otherwise changed pursuant to this Section 2.19. No Revolving Lender is obligated to increase its Revolving Commitment under the provisions of this Section 2.19.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the aggregate amount of the Commitments: (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000100,000,000; and (iii) to an amount not to exceed $500,000,000400,000,000; provided that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased more than two three times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. D. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19.

Increase of Revolving Commitments. By written notice sent to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the aggregate amount of the Commitments: Commitments after the First Amendment Effective Date (each such requested increase amount, the “Increase Amount”): (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000100,000,000; and (iii) to an amount not to exceed $500,000,000; provided that (ix) no Default shall have occurred and be continuing and (iiy) the aggregate amount of the Commitments shall not previously have been increased more than two three times pursuant to this Section 2.19. Each Lender, in its sole and absolute discretion, shall determine whether it will increase its Commitment. If one or more of the Lenders will not be increasing its Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”)Lenders; provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. D. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can cannot be reduced or otherwise changed pursuant to this Section 2.19.

Increase of Revolving Commitments. By written (a) Upon notice sent to the Administrative Agent (which the Administrative Agent who shall promptly distribute to notify the Lenders), the Borrower may Borrowers may, from time to time, request an increase in the aggregate Revolving Commitments of the Lenders up to an aggregate of $175,000,000; provided that any such increase in the aggregate Revolving Commitments of the Lenders shall be in increments of $25,000,000. Any increase in the Revolving Commitments hereunder is subject to approval by all of the Lenders. At the time of sending the notice referred to in the first sentence of this clause (a), the Borrowers (in consultation with the Agent) shall specify the time period within which each Lender is requested to respond to such request. Each Lender shall respond within such time period to the Agent and shall indicate whether or not such Lender agrees to increase its Revolving Commitment and, if so, whether by an amount equal to or less than its Pro Rata amount of such requested increase. Any Lender not responding within such time period shall be deemed to have declined to increase its Revolving Commitment. The Agent shall notify the Commitments: Borrowers and each Lender of the Lenders' responses to each request made hereunder. To achieve the full amount of a requested increase, the Borrowers may also (i) by an aggregate amount equal to any integral multiple of $5,000,000 but no less than $10,000,000; (ii) by an aggregate amount up to $150,000,000; and (iii) to an amount not to exceed $500,000,000; provided request that (i) no Default shall have occurred and be continuing and (ii) the aggregate amount of the Commitments shall not previously have been increased one or more than two times pursuant to this Section 2.19. Each Lenderother Lenders, in its their sole and absolute discretion, shall determine whether it will nonratably increase its Commitment. If one or more of the Lenders will not be increasing its their Revolving Commitment pursuant to such request, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower, and the Administrative Agent (a “New Lender”Commitment(s), may commit (ii) and/or invite additional Persons to provide an amount equal to become Lenders under the aggregate amount terms of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $10,000,000 and the maximum number of New Lenders shall be five (5). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $5,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit E. If all existing Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding Revolving Loans may not be held pro rata in accordance with the new Commitments. In order to remedy the forgoing, on the effective date of the Increased Commitment Supplement, the Lenders shall make advances among themselves (either directly or through the Administrative Agent) so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with their respective Commitments. Any advances made under this Section 2.19 by a Lender shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders who shall receive such advances. The Commitments of the Lenders who do not agree to increase their Commitments can not be reduced or otherwise changed pursuant to this Section 2.19Agreement.