Common use of Increase of Revolving Credit Commitment Clause in Contracts

Increase of Revolving Credit Commitment. (i) The Administrative Borrower, on behalf of the Borrowers, may request the right to effectuate an increase in the Revolving Credit Commitment (a “Commitment Increase”), in an aggregate amount of up to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject to Section 15.11 and shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicable.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Revolving Credit Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower, updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith (it being understood that the Parent and full principal amount of such increase shall be deemed to be an Extension of Credit to be made in connection therewith), the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and IX; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 (including the requested increase) plus the aggregate amount of all Incremental Term Loans made pursuant to Section 2.8, exceed $75,000,000; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 13.10(c) . (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything new Revolving Credit Note or Revolving Credit Notes to the contrary contained herein, each applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the date that is three (3) months prior to the Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date and shall also specify the Tranche subject to increase; provided, that if the Borrower seeks to increase both Tranches, it shall indicate how such increase is to be allocated between the Tranches. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase, and a Revolving Credit Lender may agree to $25,000,000 only increase its Commitment under a single Tranche. (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase c) The following terms and conditions shall apply to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, Section 9.1 and upon giving effect to, such Commitment Increase; and Section 9.2; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and immediately after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct in all material respects as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 exceed (i) $150,000,000 less (ii) the sum of (A) the aggregate principal amount of all Incremental Term Loans made pursuant to Section 2.8 and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.7; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) in no event shall the aggregate number of increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the number of Incremental Term Loans made pursuant to Section 2.8 exceed five (5); (viii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (ix) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreement and opinions of counsel, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (xi) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations under the applicable Tranche will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders subject to such Tranche in accordance with their revised Revolving Credit Commitment Percentages in respect of such Tranche (and the Revolving Credit Lenders under such Tranche agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders materially adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the increased portion of the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate as determined and agreed to at the time of such increase by the Borrower and each Increasing Revolving Lender. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 13.10(c). (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as a new Revolving Credit Note or Revolving Credit Notes to the case may be, whether its proposed share order of the applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase has been accepted and, if so, of such Revolving Credit Lenders as set forth in the Register. Such new Revolving Credit Note or Revolving Credit Notes shall be in an aggregate principal amount equal to the aggregate principal amount of its share such Revolving Credit Commitments, shall be dated as of the Commitment Increase, Revolving Credit Increase Effective Date and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share otherwise be in substantially the form of the Commitment Increaseexisting Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower. (iiih) Notwithstanding anything The Applicable Margin and pricing grid for the additional Revolving Credit Commitments (and corresponding Loans) shall be the same as the Applicable Margin and pricing grid for the Revolving Credit Commitments (and corresponding Loans) in effect prior to the contrary contained hereinincrease thereof unless the Applicable Margin and pricing grid for the Revolving Credit Commitment (and corresponding Loan) as in effect prior to the increase thereof are increased to an amount that is equal to the Applicable Margin and pricing grid for such additional Revolving Credit Commitments (and corresponding Loans), each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require it being agreed that the consent of any Lender other than those Lenders, if any, which have agreed to increase their that is not an Increasing Revolving Credit Commitments in connection with the Commitment Increase and Lender shall not constitute an amendment, modification or waiver subject be required for any amendment required to Section 15.11 and shall be effective as of effect the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableforegoing.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerSo long as no Default or Event of Default shall have occurred and be continuing, on behalf at any time prior to the fourth (4th) anniversary of the BorrowersClosing Date, may request the Borrowers shall have the right from time to effectuate an time upon not less than thirty (30) days prior written notice to the Administrative Agent to increase in the aggregate Revolving Credit Commitment (a “Commitment Increase”), in by an aggregate amount (for all such requests) not to exceed $100,000,000; provided that any such request for an increase shall be in a minimum amount of up to $25,000,000 10,000,000 (the “Commitment Increase Cap”and in integral multiples of $10,000,000), once during or less, if equal to the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in maximum remaining amount permitted above. In no event shall the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its aggregate Revolving Credit Commitment and any other bank or financial institution acceptable be increased to an amount greater than $450,000,000. (b) Each existing Revolving Credit Lender shall have the Parent and right, but not the Administrative Agent that has agreed obligation, to become a Lender in respect of commit to all or a portion of the proposed increase. Any increase in the aggregate Revolving Credit Commitment Increase that is accomplished by increasing the Revolving Credit Commitment of any Revolving Credit Lender or Revolving Credit Lenders who are at the time of such increase party to this Agreement (which Lender or Lenders shall consent to such increase in their sole and absolute discretion) shall be accomplished as follows: (i) this Agreement will be amended by the Borrowers, the Administrative Agent and those Lender(s) whose Revolving Credit Commitment(s) is or are being increased (but without any requirement that the consent of the Required Lenders be obtained) to reflect the revised Revolving Credit Commitment amounts of each of the Revolving Credit Lenders, (ii) the Administrative Agent will update the Register to reflect the revised Revolving Credit Commitment amount and Revolving Credit Commitment Percentage of each of the Revolving Credit Lenders, (iii) the Extensions of Credit of each Revolving Credit Lender will be reallocated on the effective date of such increase among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment) and (iv) if requested by such Lender or Lenders, the Borrowers will deliver new Revolving Credit Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Revolving Credit Commitment amount of such Revolving Credit Lender(s). (c) If the Administrative Agent does not receive sufficient commitments from the existing Revolving Credit Lenders to fund the entire amount of the proposed increase, Borrower may then solicit commitments from other banks, financial institutions or investment funds. The failure by any existing Lender to respond to a request for such increase shall be deemed to be a refusal of such request by such existing Lender. Any increase in the aggregate Revolving Credit Commitment that is accomplished by addition of a new Revolving Credit Lender under the Agreement (each such new Lender, a “New Lender”); ) shall occur as follows: (i) such New Lender shall be an Eligible Assignee and shall be subject to the consent of the Administrative Agent, which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the Borrowers, the Administrative Agent and by the party becoming a New Lender hereunder (but without any requirement that the consent of the Required Lenders be obtained) solely to reflect the addition of such party as a Revolving Credit Lender hereunder, (iii) the Administrative Agent will update the Register to reflect the revised Revolving Credit Commitment and Revolving Credit Commitment Percentage of each of the Revolving Credit Lenders, (iv) the Extensions of Credit of each of the Revolving Credit Lenders will be reallocated on the effective date of such increase among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment) and (v) at the request of any Revolving Credit Lender, the Borrowers will deliver a Revolving Credit Note to such Lender. (d) As a condition precedent to any such increase, the Borrowers shall deliver a certificate from the Borrowers dated on the date of such increase and signed by a Responsible Officer certified as accurate that, before and after giving effect to such increase, (A) no Default exists and (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in compliance on a pro forma compliance basis with all financial the covenants set forth contained in Article 11 prior to, X hereof and upon giving effect to, attaching thereto calculations evidencing such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increasecompliance. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject to Section 15.11 and shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicable.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the date that is six (6) months prior to the Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and IX; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 exceed (i) $50,000,000 less (ii) the sum of (A) the aggregate principal amount of all Incremental Term Loans made pursuant to Section 2.8 and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.7; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) in no event shall the aggregate number of increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the number of Incremental Term Loans made pursuant to Section 2.8 exceed two (2); (viii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (ix) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (xi) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 13.10(c). (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as a new Revolving Credit Note or Revolving Credit Notes to the case may be, whether its proposed share order of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything applicable Revolving Credit Lenders in amounts equal to the contrary contained herein, each Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.9 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Maturity Date, the Company shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Company. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date and shall also specify the Tranche subject to increase; provided, that if the Company seeks to increase both Tranches, it shall indicate how such increase is to be allocated between the Tranches. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.8; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase, and a Revolving Credit Lender may agree to $25,000,000 only increase its Commitment under a single Tranche. (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase c) The following terms and conditions shall apply to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Company an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Company will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, Section 9.1 and upon giving effect to, such Commitment Increase; and Section 9.2; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists shall have occurred and be continuing as of the applicable Revolving Credit Increase Effective Date and immediately after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.8 CHAR1\1858015v1CHAR1\1858015v2 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects (or, if qualified by materiality or would Material Adverse Effect, in all respects) on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be caused thereby. The true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment Increase pursuant to this Section 2.8 after the First Amendment Effective Date exceed the sum of (i) (x) $250,000,000 less (y) the sum of (A) the aggregate principal amount of all simultaneous or prior Incremental Term Loans made pursuant to Section 2.9(c)(v)(i) after the First Amendment Effective Date and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.8(c)(v)(i) after the First Amendment Effective Date plus (ii) at the Borrower’s option, up to an amount of increased Revolving Credit Commitments such that the Net Leverage Ratio (calculated on a pro forma basis after giving effect to such increases (assuming the borrowing of the maximum credit thereunder) and the application of the proceeds therefrom) shall be no greater than 3.25 to 1.00; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.8 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreement and opinions of counsel, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations under the applicable Tranche will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders subject to such Tranche in accordance with their revised Revolving Credit Commitment Percentages in respect of such Tranche (and the Revolving Credit Lenders under such Tranche agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). CHAR1\1858015v1CHAR1\1858015v2 (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent) Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the shares proposed increase in the Revolving Credit Commitment pursuant to this Section 2.8 on behalf of the Commitment Increase Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders materially adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the Lenders or New Lenders willing to fund applicable Lender Addition and Acknowledgement Agreement, from and after the proposed applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment Increase so that as set forth in the total committed shares Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the proposed increased portion of the Revolving Credit Commitment Increase equals pursuant to this Section 2.8 shall bear interest at the proposed Commitment Increase. rate as determined and agreed to at the time of such increase by the Borrowers and each Increasing Revolving Lender. (f) The Administrative Agent shall notify maintain a copy of each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, Addition and such Lender shall thereafter execute and deliver a Lender Acknowledgement Agreement delivered to it in accordance with respect to its respective share of the Commitment IncreaseSection 2.8(c). (iiig) Notwithstanding anything The Applicable Margin and pricing grid for the additional Revolving Credit Commitments (and corresponding Loans) shall be the same as the Applicable Margin and pricing grid for the Revolving Credit Commitments (and corresponding Loans) in effect prior to the contrary contained hereinincrease thereof unless the Applicable Margin and pricing grid for the Revolving Credit Commitment (and corresponding Loan) as in effect prior to the increase thereof are increased to an amount that is equal to the Applicable Margin and pricing grid for such additional Revolving Credit Commitments (and corresponding Loans), each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require it being agreed that the consent of any Lender other than those Lenders, if any, which have agreed to increase their that is not an Increasing Revolving Credit Commitments in connection with the Commitment Increase and Lender shall not constitute an amendment, modification or waiver subject be required for any amendment required to Section 15.11 and shall be effective as of effect the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableforegoing.

Increase of Revolving Credit Commitment. (i) The Administrative Borrower, on behalf of the Borrowers, may request the right to effectuate an increase in the Revolving Credit Commitment (a “Commitment Increase”), in an aggregate amount of up to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that So long as no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments occurred and be continuing, at any time prior to this Agreement the Revolving Credit Maturity Date, the Domestic Borrower, on behalf of itself and the other Loan DocumentsCanadian Borrower, commitments of Lenders or New Lenders in an aggregate amount equal shall have the right from time to time upon not less than thirty (30) days' prior written notice to the Commitment Increase, Lender Agreements for each Lender or New Lender committing Agents to increase the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. Commitment; provided that (iii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No no Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment, (ii) the Domestic Borrower shall only be permitted to request such an increase on three (3) separate occasions, (iii) each such requested increase shall be in a minimum principal amount of $10,000,000, (iv) in no event shall the Revolving Credit Commitment be increased to an aggregate amount greater than $300,000,000 and (v) the Borrowers and an existing Lender or its other obligations a Person not theretofore a Lender, as applicable, shall execute a Lender Addition and Acknowledgement Agreement, which shall be acknowledged by the Agents and each Material Subsidiary and shall be in form and substance reasonably satisfactory to the Agents; provided further that: (a) Any increase in the Revolving Credit Commitment which is accomplished by increasing the Revolving Credit Commitment of any Lender or Lenders who are at the time of such (a) to the Borrowers, the Issuing Lender and each of the Lenders reflecting the revised Revolving Credit Commitment amount and Revolving Credit Commitment Percentage of each of the Lenders, (iii) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated on the effective date of such increase among the Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.12 in connection with such reallocation as if such reallocation were a repayment) and (iv) if requested, the Borrowers will deliver new Revolving Credit Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Revolving Credit Commitment amount of such Lender(s); (b) Any increase in the Revolving Credit Commitment which is accomplished by addition of a new Lender under this Agreement or shall be accomplished as follows: (i) such new Lender shall be subject to the consent of the Agents and the Domestic Borrower, on behalf of itself and the Canadian Borrower, which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the Borrowers, the Agents and such new Lender (but without any requirement that the consent of any other Loan Documents, and any decision by Lenders be obtained) to reflect the addition of such new Lender as a Lender hereunder, (iii) the Administrative Agent will deliver an updated Schedule 1.1 (a) to increase its the Borrowers, the Issuing Lender and each of the Lenders reflecting the revised Revolving Credit Commitment shall amounts and Revolving Credit Commitment Percentages of each of the Lenders, (iv) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be made in its sole discretion independently from any other Lender. If reallocated on the Administrative Agent receives commitments from effective date of such increase among the Lenders or the New Lenders in excess of the amount of the proposed accordance with their revised Revolving Credit Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce Percentages (and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing agree to fund make all payments and adjustments necessary to effect the proposed Commitment Increase so that reallocation and the total committed shares of Borrowers shall pay any and all costs required pursuant to Section 5.12 in connection with such reallocation as if such reallocation were a repayment) and (v) if requested the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and Borrowers will deliver a Lender Agreement with respect Revolving Credit Note to its respective share of the Commitment Increase.such new Lender; and (iiic) Notwithstanding anything to the contrary contained hereinin this Agreement, each Commitment Increase meeting upon any voluntary reduction of the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject pursuant to Section 15.11 and 2.7(a), the Domestic Borrower shall be effective as of no longer have the later of (a) the date specified option to request an increase in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Commitment pursuant to this Section 15.11 in the case of a waiver of an Event of Default, as applicable2.9.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAt any time prior to the Revolving Credit Maturity Date, on behalf of the Borrowers, may request Borrower shall have the right to effectuate an increase in the Revolving Credit Commitment upon not less than thirty (a “Commitment Increase”), in an aggregate amount of up 30) days prior written notice to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to which shall promptly notify the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”Lenders); provided that (Bi) each no Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment and the failure by any Lender to respond to a request for such increase shall be deemed to be a refusal of such request by such Lender, (ii) such requested increase shall be in a minimum principal amount of $5,000,000 or its other obligations under this Agreement a whole multiple of $5,000,000 in excess thereof, (iii) in no event shall the Revolving Credit Commitment be increased to an aggregate amount greater than One Hundred Fifty Million Dollars ($150,000,000), (iv) no Default or Event of Default shall have occurred and be continuing either prior to or after giving effect to such increase in the other Loan DocumentsRevolving Credit Commitment, and any decision (v) the Administrative Agent shall have received a resolution duly adopted by a the Board of Directors of the Borrower authorizing the increase contemplated in this Section 2.8. Each Lender shall notify the Administrative Agent whether or not it agrees to increase its Revolving Credit Commitment and, if so, whether by an amount equal to, greater than, or less than its Pro Rata Share of such requested increase (any increases requested hereunder shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from offered to the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, on a pro rata basis prior to reduce and reallocate (within the minimum and maximum amounts specified by each offering any such Lender or New Lender in its notice increase to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing a Person that is not party to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increasethis Agreement). The Administrative Agent shall notify the Borrower and each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect Lender’s responses to its respective share of the Commitment Increaseeach request made hereunder. (iiib) Notwithstanding anything to Any increase in the contrary contained herein, each Revolving Credit Commitment Increase meeting which is accomplished by increasing the conditions set forth in Section 2.7(a)(i) shall not require the consent Commitment of any Lender other than those Lenders, if any, or Lenders who are at the time of such increase party to this Agreement (which have agreed Lender or Lenders may consent to such increase in their Revolving Credit Commitments in connection with the Commitment Increase sole and shall not constitute an amendment, modification or waiver subject to Section 15.11 and absolute discretion) shall be effective accomplished as of follows: (i) this Agreement will be amended by the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by Borrower, the Administrative Agent and those Lender(s) whose Commitment(s) is or are being increased to reflect the revised Commitment amounts of each of the Lenders, (ii) the Administrative Agent will deliver an updated Register to the Borrower and each of the Lenders which have agreed reflecting the revised Commitment amounts and Commitment Percentages of each of the Lenders, (iii) the Borrower shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment, and (iv) if requested, the Borrower will deliver new Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Commitment amount of such Lender(s). (c) Any increase their in the Revolving Credit CommitmentsCommitment which is accomplished by addition of a new Lender under the Agreement shall be accomplished as follows: (i) such new Lender shall be an Eligible Assignee and shall be subject to the consent of the Borrower and the Administrative Agent, or which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the requisite Borrower, the Administrative Agent and by the party becoming an additional Lender hereunder to reflect the addition of such party as a Lender hereunder, (iii) the Administrative Agent will deliver an updated Register to the Borrower and each of the Lenders reflecting the revised Commitment amounts and Commitment Percentages of each of the Lenders, (iv) the Borrower shall pay any and all costs required pursuant to Section 5.9 in accordance connection with Section 15.11 in such reallocation as if such reallocation were a repayment, and (v) if requested, the case Borrower will deliver Note(s) to any such new Lender and new Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Commitment amount of a waiver of an Event of Default, as applicablesuch Lender(s).

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Revolving Credit Maturity Date, the Borrowers shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrowers. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrowers, updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith (it being understood that, for purposes of such calculation, the Parent and the Administrative Agent that has agreed full principal amount of such increase shall be deemed to become a Lender be an Extension of Credit to be made in respect of all connection therewith, whether or a portion of the Commitment Increase (a “New Lender”not actually borrowed or incurred); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) , the Borrowers are will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and X; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the aggregate amount of all Incremental Term Loans made pursuant to Section 2.8 exceed the Incremental Amount; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 14.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments, supplements or other modifications necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Lenders; provided that such amendment, supplement or other modification shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 14.2 hereof; provided further that the determination of whether such amendment, supplement or other modification is materially adverse to any Lender shall be made by the Administrative Agent in a commercially reasonable manner. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgement Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgement Agreement delivered to it in accordance with Section 14.10(c). (g) Upon the request of any Increasing Revolving Lender, the Parent Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything new Revolving Credit Note or Revolving Credit Notes to the contrary contained herein, each applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Parent Borrower.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerSubject to the conditions set forth below, the Borrower shall have the option, at any time prior to the Revolving Credit Maturity Date and exercisable on behalf of no more than two (2) occasions following the BorrowersClosing Date, may request the right to effectuate an increase in the Revolving Credit Commitment (a “Commitment Increase”), in by an aggregate principal amount of up to (i) $25,000,000 250,000,000 less (ii) the “Commitment Increase Cap”), once during the term sum of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed aggregate principal amount of any prior or simultaneous increase to the Term Loan Commitment Increase shall have been consented made pursuant to in writing by Section 4.6 and (B) the Administrative Agent (with such consent not aggregate principal amount of any prior increase to be unreasonably withheld), each Lender (if any) who is increasing its the Revolving Credit Commitment and any other bank or financial institution acceptable made pursuant to this Section 2.8. In the Parent and event the Administrative Agent that has agreed Borrower desires to become a Lender in respect of all or a portion of exercise the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increaseabove-described option, the Administrative Borrower shall deliver to the Administrative Agent a certificate an Increase Notification pursuant to which the Borrower may request that additional Revolving Credit Loans be made on the Increase Effective Date. (b) Increases in the Revolving Credit Commitment shall be obtained from existing Lenders or from other banks, financial institutions or investment funds that qualify as Eligible Assignees, in each case in accordance with this Section 2.8. Participation in any increase in the Revolving Credit Commitment shall be offered first to each of the chief financial officer existing Lenders; provided that no such Lender shall have any obligation to provide any portion of such increase. If the amount of the Parent certifying that increase requested by the Borrower shall exceed the commitments which the existing Lenders are willing to provide with respect to such increase, then the Borrower may invite other banks, financial institutions and investment funds which meet the requirements of an Eligible Assignee to join this Agreement as Lenders for the portion of such increase not committed to by existing Lenders (each such other bank, financial institution or investment fund, a “New Revolving Lender” and, collectively with the existing Lenders providing increased Revolving Credit Commitments, the “Increasing Revolving Lenders”). (c) The following terms and conditions shall apply to each increase in the Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and any Extensions of Credit made thereunder) shall constitute Obligations of the Borrower and shall be secured and guaranteed with the other Extensions of Credit on a pari passu basis; (ii) any New Revolving Lender providing such increase shall be entitled to the same voting rights as the existing Lenders under the Revolving Credit Facility and any Extensions of Credit made in connection with such increase shall receive proceeds of prepayments on the same basis as the other Revolving Credit Loans made hereunder; (iii) the Borrower shall, upon the request of any Increasing Revolving Lender, execute such Revolving Credit Notes as are necessary to reflect such Increasing Revolving Lender’s Revolving Credit Commitment (as increased); (iv) the Administrative Agent and the Lenders shall have received from the Borrower an Officer’s Compliance Certificate in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, after giving effect to any such increase in the Revolving Credit Commitment and any Extensions of Credit made or to be made in connection therewith (and, if applicable, any simultaneous Additional Term Loan), the Borrower will be in pro forma compliance with the financial covenants set forth in Article X; (v) no Default or Event of Default then exists shall have occurred and be continuing as of the applicable Increase Effective Date or would after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.8 or any Extensions of Credit made in connection therewith; (vi) the representations and warranties contained in Article VII and in the other Loan Documents shall be caused thereby. The true and correct on and as of the Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (vii) the amount of such increase in the Revolving Credit Commitment Increase shall not be effective until less than a minimum principal amount of $10,000,000 or a whole multiple of $5,000,000 in excess thereof, or if less, the maximum amount permitted pursuant to clause (a) above; (viii) the Borrower and each Increasing Revolving Lender shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, a written agreement acknowledged by the Administrative Agent and each Subsidiary Guarantor, in form and substance satisfactory to the Administrative Agent (a “Lender Addition and Acknowledgement Agreement”); (ix) the Administrative Agent shall have received amendments to this Agreement any documents or information, including any joinder agreements, in connection with such increase in the Revolving Credit Commitment as it may reasonably request; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Increase Effective Date among the Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the other Loan DocumentsLenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 5.11 in connection with such reallocation as if such reallocation were a repayment). (d) Upon the execution, commitments delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Increase Effective Date, each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Lender with a Revolving Credit Commitment hereunder. (e) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 14.10(d). (f) Within five (5) Business Days after receipt of notice, the Borrower shall execute and deliver to the Administrative Agent, in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of any existing Lender or with respect to New Revolving Lender, a new Revolving Credit Note or Revolving Credit Notes to the order of the applicable Lenders in amounts equal to the Revolving Credit Commitment of such Lenders as set forth in the Register. Such new Revolving Credit Note or New Lenders Revolving Credit Notes shall be in an aggregate principal amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the aggregate principal amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject to Section 15.11 and shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Increase Effective Date and shall otherwise be in accordance with Section 15.11 substantially the form of the existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower. (g) All Revolving Credit Loans made on account of any increase in the case of a waiver of an Event of Default, as applicableRevolving Credit Commitment pursuant to this Section 2.8 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.8.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Revolving Credit Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower, updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith (it being understood that the Parent and full principal amount of such increase shall be deemed to be an Extension of Credit to be made in connection therewith), the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and X; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 from and after the Fourth Amendment Effective Date (including the requested increase) plus the aggregate amount of all Incremental Term Loans made pursuant to Section 2.8 from and after the Fourth Amendment Effective Date exceed $300,000,000; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 14.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 14.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 14.10(c). (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything new Revolving Credit Note or Revolving Credit Notes to the contrary contained herein, each applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.9 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Maturity Date, the Company shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Company. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date and shall also specify the Tranche subject to increase; provided, that if the Company seeks to increase both Tranches, it shall indicate how such increase is to be allocated between the Tranches. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.8; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase, and a Revolving Credit Lender may agree to $25,000,000 only increase its Commitment under a single Tranche. (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase c) The following terms and conditions shall apply to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Company an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Company will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, Section 9.1 and upon giving effect to, such Commitment Increase; and Section 9.2; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists shall have occurred and be continuing as of the applicable Revolving Credit Increase Effective Date and immediately after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects (or, if qualified by materiality or would Material Adverse Effect, in all respects) on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be caused thereby. The true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment Increase pursuant to this Section 2.8 after the FirstThird Amendment Effective Date exceed the sum of (i) (x) the greater of (A) $250,000,000360,000,000 and (B) 100% of EBITDA determined as of the most recently ended fiscal quarter for which financial statements have been delivered to the Administrative Agent (the “Fixed Incremental Revolving Amount”) less (y) the sum of (A) the aggregate principal amount of all simultaneous or prior Incremental Term Loans made pursuant to Section 2.9(c)(v)(i) after the FirstThird Amendment Effective Date and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.8(c)(v)(i) after the FirstThird Amendment Effective Date plus (ii) at the Borrower’s option, up to an amount of increased Revolving Credit Commitments such that the Net Leverage Ratio (calculated on a pro forma basis after giving effect to such increases (assuming the borrowing of the maximum credit thereunder) and the application of the proceeds therefrom) shall be no greater than 3.253.50 to 1.00 (the “Ratio Incremental Revolving Amount”); (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.8 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreement and opinions of counsel, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations under the applicable Tranche will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders subject to such Tranche in accordance with their revised Revolving Credit Commitment Percentages in respect of such Tranche (and the Revolving Credit Lenders under such Tranche agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent) Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the shares proposed increase in the Revolving Credit Commitment pursuant to this Section 2.8 on behalf of the Commitment Increase Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders materially adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the Lenders or New Lenders willing to fund applicable Lender Addition and Acknowledgement Agreement, from and after the proposed applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment Increase so that as set forth in the total committed shares Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the proposed increased portion of the Revolving Credit Commitment Increase equals pursuant to this Section 2.8 shall bear interest at the proposed Commitment Increase. rate as determined and agreed to at the time of such increase by the Borrowers and each Increasing Revolving Lender. (f) The Administrative Agent shall notify maintain a copy of each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, Addition and such Lender shall thereafter execute and deliver a Lender Acknowledgement Agreement delivered to it in accordance with respect to its respective share of the Commitment IncreaseSection 2.8(c). (iiig) Notwithstanding anything The Applicable Margin and pricing grid for the additional Revolving Credit Commitments (and corresponding Loans) shall be the same as the Applicable Margin and pricing grid for the Revolving Credit Commitments (and corresponding Loans) in effect prior to the contrary contained hereinincrease thereof unless the Applicable Margin and pricing grid for the Revolving Credit Commitment (and corresponding Loan) as in effect prior to the increase thereof are increased to an amount that is equal to the Applicable Margin and pricing grid for such additional Revolving Credit Commitments (and corresponding Loans), each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require it being agreed that the consent of any Lender other than those Lenders, if any, which have agreed to increase their that is not an Increasing Revolving Credit Commitments in connection with the Commitment Increase and Lender shall not constitute an amendment, modification or waiver subject be required for any amendment required to Section 15.11 and shall be effective as of effect the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableforegoing.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.9 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Maturity Date, the Company shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Company. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date and shall also specify the Tranche subject to increase; provided, that if the Company seeks to increase both Tranches, it shall indicate how such increase is to be allocated between the Tranches. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.8; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase, and a Revolving Credit Lender may agree to $25,000,000 only increase its Commitment under a single Tranche. (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase c) The following terms and conditions shall apply to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Company an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Company will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, Section 9.1 and upon giving effect to, such Commitment Increase; and Section 9.2; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists shall have occurred and be continuing as of the applicable Revolving Credit Increase Effective Date and immediately after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects (or, if qualified by materiality or would Material Adverse Effect, in all respects) on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be caused thereby. The true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment Increase pursuant to this Section 2.8 exceed the sum of (i) (x) $200,000,000 less (y) the sum of (A) the aggregate principal amount of all simultaneous or prior Incremental Term Loans made pursuant to Section 2.9(c)(v)(i) and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.8(c)(v)(i) plus (ii) at the Borrower’s option, up to an amount of increased Revolving Credit Commitments such that the Net Leverage Ratio (calculated on a pro forma basis after giving effect to such increases (assuming the borrowing of the maximum credit thereunder) and the application of the proceeds therefrom) shall be no greater than 3.00 to 1.00; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.8 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreement and opinions of counsel, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations under the applicable Tranche will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders subject to such Tranche in accordance with their revised Revolving Credit Commitment Percentages in respect of such Tranche (and the Revolving Credit Lenders under such Tranche agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent) Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the shares proposed increase in the Revolving Credit Commitment pursuant to this Section 2.8 on behalf of the Commitment Increase Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders materially adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the Lenders or New Lenders willing to fund applicable Lender Addition and Acknowledgement Agreement, from and after the proposed applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment Increase so that as set forth in the total committed shares Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the proposed increased portion of the Revolving Credit Commitment Increase equals pursuant to this Section 2.8 shall bear interest at the proposed Commitment Increase. rate as determined and agreed to at the time of such increase by the Borrowers and each Increasing Revolving Lender. (f) The Administrative Agent shall notify maintain a copy of each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, Addition and such Lender shall thereafter execute and deliver a Lender Acknowledgement Agreement delivered to it in accordance with respect to its respective share of the Commitment IncreaseSection 2.8(c). (iiig) Notwithstanding anything The Applicable Margin and pricing grid for the additional Revolving Credit Commitments (and corresponding Loans) shall be the same as the Applicable Margin and pricing grid for the Revolving Credit Commitments (and corresponding Loans) in effect prior to the contrary contained hereinincrease thereof unless the Applicable Margin and pricing grid for the Revolving Credit Commitment (and corresponding Loan) as in effect prior to the increase thereof are increased to an amount that is equal to the Applicable Margin and pricing grid for such additional Revolving Credit Commitments (and corresponding Loans), each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require it being agreed that the consent of any Lender other than those Lenders, if any, which have agreed to increase their that is not an Increasing Revolving Credit Commitments in connection with the Commitment Increase and Lender shall not constitute an amendment, modification or waiver subject be required for any amendment required to Section 15.11 and shall be effective as of effect the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableforegoing.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the date that is six (6) months prior to the Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and IX; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 exceed (i) $75,000,000 less (ii) the sum of (A) the aggregate principal amount of all Incremental Term Loans made pursuant to Section 2.8 and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.7; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) in no event shall the aggregate number of increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the number of Incremental Term Loans made pursuant to Section 2.8 exceed three (3); (viii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (ix) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (xi) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the increased portion of the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate as determined and agreed to at the time of such increase by the Borrower and each Increasing Revolving Lender. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 13.10(c). (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as a new Revolving Credit Note or Revolving Credit Notes to the case may be, whether its proposed share order of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything applicable Revolving Credit Lenders in amounts equal to the contrary contained herein, each Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower.

Increase of Revolving Credit Commitment. (i) The Administrative Borrower, on behalf of the Borrowers, may request the right to effectuate an increase increases in the Revolving Credit Commitment (any such increase, a “Commitment Increase”), in an aggregate amount of up to $25,000,000 30,000,000 for all such Commitment Increases (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that, in each case: (A) each Commitment Increase may not be in an amount less than $15,000,000 and in integral multiples of $5,000,000 in excess thereof; (B) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld)Agent, each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; and (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such proposed Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied , together with any prior to such Commitment Increase, shall not exceed the Commitment Increase Cap. The Each Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject to Section 15.11 and shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicable.

Increase of Revolving Credit Commitment. (i) The Administrative Borrower, on behalf of the Borrowers, may request the right to effectuate an increase in the Revolving Credit Commitment (a “Commitment Increase”), in an aggregate amount of up to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that So long as no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments occurred and be continuing, at any time prior to this Agreement the Revolving Credit Maturity Date, the Domestic Borrower, on behalf of itself and the other Loan DocumentsCanadian Borrower, commitments of Lenders or New Lenders in an aggregate amount equal shall have the right from time to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory time upon not less than thirty (30) days’ prior written notice to the Administrative Agent in its reasonable discretion evidencing and setting forth to increase the conditions of the Commitment Increase. Revolving Credit Commitment; provided that (iii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No no Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or Commitment, (ii) the other Loan DocumentsDomestic Borrower shall only be permitted to request such an increase on three (3) separate occasions, and any decision by (iii) each such requested increase shall be in a Lender to increase its minimum principal amount of $10,000,000, (iv) in no event shall the Revolving Credit Commitment be increased to an aggregate amount greater than $525,000,000 and (v) the Borrowers and an existing Lender or a Person not theretofore a Lender, as applicable, shall execute a Lender Addition and Acknowledgement Agreement, which shall be made in its sole discretion independently from any other Lender. If acknowledged by the Administrative Agent receives commitments from and each Material Subsidiary and shall be in form and substance reasonably satisfactory to the Administrative Agent; provided further that: (a) Any increase in the Revolving Credit Commitment which is accomplished by increasing the Revolving Credit Commitment of any Lender or Lenders who are at the time of such increase party to this Agreement (which Lender or Lenders shall consent to such increase in their sole and absolute discretion) shall be accomplished as follows: (i) this Agreement will be amended by the New Lenders in excess of the amount of the proposed Commitment IncreaseBorrowers, the Administrative Agent shall have and those Lender(s) whose Commitment(s) is or are being increased (but without any requirement that the rightconsent of any other Lenders be obtained) to reflect the revised Revolving Credit Commitment amounts of each of the Lenders, in its sole discretion, to reduce and reallocate (within ii) the minimum and maximum amounts specified by each such Lender or New Lender in its notice Administrative Agent will deliver an updated Schedule 1.1 (a) to the Administrative Agent) Borrowers, the shares of the Commitment Increase Issuing Lender and each of the Lenders reflecting the revised Revolving Credit Commitment amount and Revolving Credit Commitment Percentage of each of the Lenders, (iii) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated on the effective date of such increase among the Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.12 in connection with such reallocation as if such reallocation were a repayment) and (iv) if requested, the Borrowers will deliver new Revolving Credit Note(s) to the Lender or New Lenders willing whose Commitment(s) is or are being increased reflecting the revised Revolving Credit Commitment amount of such Lender(s); (b) Any increase in the Revolving Credit Commitment which is accomplished by addition of a new Lender under this Agreement shall be accomplished as follows: (i) such new Lender shall be subject to fund the proposed Commitment Increase so consent of the Administrative Agent and the Domestic Borrower, on behalf of itself and the Canadian Borrower, which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the Borrowers, the Administrative Agent and such new Lender (but without any requirement that the total committed shares consent of any other Lenders be obtained) to reflect the addition of such new Lender as a Lender hereunder, (iii) the Administrative Agent will deliver an updated Schedule 1.1(a) to the Borrowers, the Issuing Lender and each of the proposed Lenders reflecting the revised Revolving Credit Commitment Increase equals the proposed amounts and Revolving Credit Commitment Increase. The Administrative Agent shall notify Percentages of each Lender or New Lender, as the case may be, whether its proposed share of the Lenders, (iv) the outstanding Revolving Credit Loans and Revolving Credit Commitment Increase has been accepted and, Percentages of L/C Obligations will be reallocated on the effective date of such increase among the Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.12 in connection with such reallocation as if so, such reallocation were a repayment) and (v) if requested the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and Borrowers will deliver a Lender Agreement with respect Revolving Credit Note to its respective share of the Commitment Increase.such new Lender; and (iiic) Notwithstanding anything to the contrary contained hereinin this Agreement, each Commitment Increase meeting upon any voluntary reduction of the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject pursuant to Section 15.11 and 2.7(a), the Domestic Borrower shall be effective as of no longer have the later of (a) the date specified option to request an increase in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Commitment pursuant to this Section 15.11 in the case of a waiver of an Event of Default, as applicable2.9.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.9 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Maturity Date, the Company shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Company. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date and shall also specify the Tranche subject to increase; provided, that if the Company seeks to increase both Tranches, it shall indicate how such increase is to be allocated between the Tranches. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.8; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase, and a Revolving Credit Lender may agree to $25,000,000 only increase its Commitment under a single Tranche. (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase c) The following terms and conditions shall apply to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Company an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Company will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, Section 9.1 and upon giving effect to, such Commitment Increase; and Section 9.2; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists shall have occurred and be continuing as of the applicable Revolving Credit Increase Effective Date and immediately after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.8 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.9) and any Extensions of Credit made in connection therewith; CHAR1\1753066v5 (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects (or, if qualified by materiality or would Material Adverse Effect, in all respects) on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be caused thereby. The true and correct in all material respects (or, if qualified by materiality or Material Adverse Effect, in all respects) as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment Increase pursuant to this Section 2.8 exceed the sum of (i) (x) $250,000,000 less (y) the sum of (A) the aggregate principal amount of all simultaneous or prior Incremental Term Loans made pursuant to Section 2.9(c)(v)(i) and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.8(c)(v)(i) plus (ii) at the Borrower’s option, up to an amount of increased Revolving Credit Commitments such that the Net Leverage Ratio (calculated on a pro forma basis after giving effect to such increases (assuming the borrowing of the maximum credit thereunder) and the application of the proceeds therefrom) shall be no greater than 3.25 to 1.00; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.8 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreement and opinions of counsel, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations under the applicable Tranche will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders subject to such Tranche in accordance with their revised Revolving Credit Commitment Percentages in respect of such Tranche (and the Revolving Credit Lenders under such Tranche agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent) Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the shares proposed increase in the Revolving Credit Commitment pursuant to this Section 2.8 on behalf of the Commitment Increase Revolving Credit Lenders; provided that such CHAR1\1753066v5 amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders materially adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the Lenders or New Lenders willing to fund applicable Lender Addition and Acknowledgement Agreement, from and after the proposed applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment Increase so that as set forth in the total committed shares Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the proposed increased portion of the Revolving Credit Commitment Increase equals pursuant to this Section 2.8 shall bear interest at the proposed Commitment Increase. rate as determined and agreed to at the time of such increase by the Borrowers and each Increasing Revolving Lender. (f) The Administrative Agent shall notify maintain a copy of each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, Addition and such Lender shall thereafter execute and deliver a Lender Acknowledgement Agreement delivered to it in accordance with respect to its respective share of the Commitment IncreaseSection 2.8(c). (iiig) Notwithstanding anything The Applicable Margin and pricing grid for the additional Revolving Credit Commitments (and corresponding Loans) shall be the same as the Applicable Margin and pricing grid for the Revolving Credit Commitments (and corresponding Loans) in effect prior to the contrary contained hereinincrease thereof unless the Applicable Margin and pricing grid for the Revolving Credit Commitment (and corresponding Loan) as in effect prior to the increase thereof are increased to an amount that is equal to the Applicable Margin and pricing grid for such additional Revolving Credit Commitments (and corresponding Loans), each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require it being agreed that the consent of any Lender other than those Lenders, if any, which have agreed to increase their that is not an Increasing Revolving Credit Commitments in connection with the Commitment Increase and Lender shall not constitute an amendment, modification or waiver subject be required for any amendment required to Section 15.11 and shall be effective as of effect the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableforegoing.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Revolving Credit Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower, updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith (it being understood that the Parent and full principal amount of such increase shall be deemed to be an Extension of Credit to be made in connection therewith), the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and IX; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 (including the requested increase) plus the aggregate amount of all Incremental Term Loans made pursuant to Section 2.8, exceed $50,000,000; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 13.10(c). (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as a new Revolving Credit Note or Revolving Credit Notes to the case may be, whether its proposed share order of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything applicable Revolving Credit Lenders in amounts equal to the contrary contained herein, each Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower.

Increase of Revolving Credit Commitment. (i) The Administrative Unless a Potential Event of Default or an Event of Default has occurred and is continuing, the Borrower, on behalf of by written notice to the BorrowersAdministrative Agent, may request on one occasion on or before the right to effectuate an increase in second anniversary of the Closing Date that the Revolving Credit Commitment (a “Commitment Increase”), in Tranche A Commitments be increased by an aggregate amount of up to not less than $25,000,000 and not more than $50,000,000 in the aggregate (such that the “Commitment Increase Cap”Revolving Credit Commitments after such increase shall never exceed $1,050,000,000), once during the term of ; provided that for any such request (a) any Lender which is a party to this Agreement by delivering a Notice of Requested Commitment Increase prior to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”)such request for increase, provided that: (A) the proposed Commitment Increase shall have been consented at its sole discretion, may elect to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing increase its Revolving Credit Tranche A Commitment but shall not have any obligation to so increase its Revolving Credit Tranche A Commitment, and any other bank or financial institution acceptable to (b) in the Parent and the Administrative Agent event that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right does not elect to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, increase its Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld)Tranche A Commitment, the Administrative Agent shall deliver use commercially reasonable efforts to locate additional lenders willing to hold commitments for the requested increase. In the event that lenders commit to any such increase, (i) the Revolving Credit Tranche A Commitment of each such Lender shall be increased (or, in the case of a copy new lender not previously party hereto, added to the Revolving Credit Tranche A Commitments), (ii) the applicable Pro Rata Share of each of the Notice Lenders shall be adjusted, (iii) if requested by any Lender making an additional or new commitment, new Notes shall be issued, (iv) the Borrower shall make such borrowings and repayments as shall be necessary to effect the reallocation of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its the Revolving Credit Commitment or its other obligations under this Agreement or the other Loan DocumentsTranche A Commitments, and any decision by a Lender to increase its Revolving Credit Commitment (v) other changes shall be made in its sole discretion independently from by way of supplement, amendment or restatement of any Loan Document as may be necessary or desirable to reflect the aggregate amount, if any, by which Lenders have agreed to increase their respective Revolving Credit Tranche A Commitments or any other Lender. If the Administrative Agent receives lenders have agreed to make new commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightpursuant to this Section 2.9, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender case notwithstanding anything in its notice Section 13.7 to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lendercontrary, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require without the consent of any Lender other than those Lenders, if any, which have agreed to Lenders participating in the increase or increasing their Revolving Credit Tranche A Commitments (it being understood that the Administrative Agent shall execute any such supplement, amendment or restatement as maybe reasonably requested by the Borrower and necessary or desirable in connection with an increase in the Revolving Credit Commitment Increase and shall not constitute an amendment, modification or waiver subject permitted pursuant to this Section 15.11 and 2.9). The fees payable by the Borrower upon any such increase in the Revolving Credit Tranche A Commitments shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date agreed upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed Borrower at the time of such increase. Notwithstanding the foregoing, nothing in this Section 2.9 shall constitute or be deemed to constitute an agreement by any Lender to increase their its Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableCommitment hereunder.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Revolving Credit Maturity Date, the Borrowers shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrowers. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrowers, updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith (it being understood that, for purposes of such calculation, the Parent and the Administrative Agent that has agreed full principal amount of such increase shall be deemed to become a Lender be an Extension of Credit to be made in respect of all connection therewith, whether or a portion of the Commitment Increase (a “New Lender”not actually borrowed or incurred); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) , the Borrowers are will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and X; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the aggregate amount of all Incremental Term Loans made pursuant to Section 2.8 exceed the Incremental Amount; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 14.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments, supplements or other modifications necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Lenders; provided that such amendment, supplement or other modification shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 14.2 hereof; provided further that the determination of whether such amendment, supplement or other modification is materially adverse to any Lender shall be made by the Administrative Agent in a commercially reasonable manner. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgement Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgement Agreement delivered to it in accordance with Section 14.10(c). (g) Upon the request of any Increasing Revolving Lender, the Parent Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything new Revolving Credit Note or Revolving Credit Notes to the contrary contained herein, each applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Parent Borrower.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAt any time prior to the Revolving Credit Maturity Date, on behalf of the Borrowers, may request Borrower shall have the right to effectuate an increase in the Revolving Credit Commitment upon not less than thirty (a “Commitment Increase”), in an aggregate amount of up 30) days prior written notice to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to which shall promptly notify the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”Lenders); provided that (Bi) each no Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment and the failure by any Lender to respond to a request for such increase shall be deemed to be a refusal of such request by such Lender, (ii) such requested increase shall be in a minimum principal amount of $5,000,000 or its other obligations under this Agreement a whole multiple of $5,000,000 in excess thereof, (iii) in no event shall the Revolving Credit Commitment be increased to an aggregate amount greater than One Hundred Fifty Million Dollars ($150,000,000), (iv) no Default or Event of Default shall have occurred and be continuing either prior to or after giving effect to such increase in the other Loan DocumentsRevolving Credit Commitment, and any decision (v) the Administrative Agent shall have received a resolution duly adopted by a the Board of Directors of the Borrower authorizing the increase contemplated in this Section 2.8. Each Lender shall notify the Administrative Agent whether or not it agrees to increase its Revolving Credit Commitment and, if so, whether by an amount equal to, greater than, or less than its Pro Rata Share of such requested increase (any increases requested hereunder shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from offered to the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, on a pro rata basis prior to reduce and reallocate (within the minimum and maximum amounts specified by each offering any such Lender or New Lender in its notice increase to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing a Person that is not party to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increasethis Agreement). The Administrative Agent shall notify the Borrower and each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect Lender's responses to its respective share of the Commitment Increaseeach request made hereunder. (iiib) Notwithstanding anything to Any increase in the contrary contained herein, each Revolving Credit Commitment Increase meeting which is accomplished by increasing the conditions set forth in Section 2.7(a)(i) shall not require the consent Commitment of any Lender other than those Lenders, if any, or Lenders who are at the time of such increase party to this Agreement (which have agreed Lender or Lenders may consent to such increase in their Revolving Credit Commitments in connection with the Commitment Increase sole and shall not constitute an amendment, modification or waiver subject to Section 15.11 and absolute discretion) shall be effective accomplished as of follows: (i) this Agreement will be amended by the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by Borrower, the Administrative Agent and those Lender(s) whose Commitment(s) is or are being increased to reflect the revised Commitment amounts of each of the Lenders, (ii) the Administrative Agent will deliver an updated Register to the Borrower and each of the Lenders which have agreed reflecting the revised Commitment amounts and Commitment Percentages of each of the Lenders, (iii) the Borrower shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment, and (iv) if requested, the Borrower will deliver new Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Commitment amount of such Lender(s). (c) Any increase their in the Revolving Credit CommitmentsCommitment which is accomplished by addition of a new Lender under the Agreement shall be accomplished as follows: (i) such new Lender shall be an Eligible Assignee and shall be subject to the consent of the Borrower and the Administrative Agent, or which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the requisite Borrower, the Administrative Agent and by the party becoming an additional Lender hereunder to reflect the addition of such party as a Lender hereunder, (iii) the Administrative Agent will deliver an updated Register to the Borrower and each of the Lenders reflecting the revised Commitment amounts and Commitment Percentages of each of the Lenders, (iv) the Borrower shall pay any and all costs required pursuant to Section 5.9 in accordance connection with Section 15.11 in such reallocation as if such reallocation were a repayment, and (v) if requested, the case Borrower will deliver Note(s) to any such new Lender and new Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Commitment amount of a waiver of an Event of Default, as applicablesuch Lender(s).

Increase of Revolving Credit Commitment. (i) The Administrative Borrower, on behalf of the Borrowers, may request the right to effectuate an increase in the Revolving Credit Commitment (a “Commitment Increase”), in an aggregate amount of up to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (A) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with such consent not to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that So long as no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement occurred and the other Loan Documentsbe continuing, commitments of Lenders or New Lenders in an aggregate amount equal at any time prior to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreementsMaturity Date, documents and instruments requested by and reasonably satisfactory the Borrower shall have the right from time to time upon not less than thirty (30) days' prior written notice to the Administrative Agent in its reasonable discretion evidencing and setting forth to increase the conditions of the Commitment Increase. Revolving Credit Commitment; provided that (iii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No no Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or and the other Loan Documents, and failure by any decision by a Lender to respond to a request for such increase its shall be deemed to be a refusal of such request by such Lender, (ii) the Borrower shall only be permitted to request such an increase on one (1) occasion, (iii) such requested increase shall be in a minimum principal amount of $25,000,000, (iv) in no event shall the Revolving Credit Commitment be increased to an aggregate amount greater than Two Hundred Twenty-Five Million Dollars ($225,000,000), (v) in no event shall the aggregate amount of increases requested pursuant to this Section 2.8 exceed Twenty-Five Million Dollars ($25,000,000), (vi) the Borrower and an existing Lender or a Person not theretofore a Lender, as applicable, shall execute a Lender Addition and Acknowledgement Agreement, which shall be made in its sole discretion independently from any other Lender. If acknowledged by the Administrative Agent receives commitments from and each Guarantor and shall be in form and substance reasonably satisfactory to the Lenders or the New Lenders in excess of the amount of the proposed Commitment IncreaseAdministrative Agent, and (vii) the Administrative Agent shall have received a resolution duly adopted by the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares Board of Directors of the Commitment Increase of Borrower authorizing the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increaseincrease contemplated in this Section 2.8. (a) Any increase in the Revolving Credit Commitment which is accomplished by increasing the Revolving Credit Commitment of any Lender or Lenders who are at the time of such increase party to this Agreement (which Lender or Lenders shall consent to such increase in their sole and absolute discretion) shall be accomplished as follows: (i) this Agreement will be amended by the Borrower, the Administrative Agent and those Lender(s) whose Commitment(s) is or are being increased (but without any requirement that the consent of any other Lenders be obtained) to reflect the revised Revolving Credit Commitment of each of the Lenders, (ii) the Administrative Agent will update the Register to reflect the revised Revolving Credit Commitment and Revolving Credit Commitment Percentage of each of the Lenders, (iii) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations and Swingline Loans will be reallocated on the effective date of such increase among the Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrower shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment) and (iv) if requested, the Borrower will deliver new Revolving Credit Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Revolving Credit Commitment amount of such Lender(s); (b) Any increase in the Revolving Credit Commitment which is accomplished by addition of a new Lender under this Agreement shall be accomplished as follows: (i) such new Lender shall be subject to the consent of the Administrative Agent and the Borrower, which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the Borrower, the Administrative Agent and such new Lender (but without any requirement that the consent of any other Lenders be obtained) to reflect the addition of such new Lender as a Lender hereunder, (iii) the Administrative Agent will update the Register to reflect the revised Revolving Credit Commitment and Revolving Credit Commitment Percentage of each of the Lenders, (iv) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations and Swingline Loans will be reallocated on the effective date of such increase among the Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrower shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment) and (v) if requested the Borrower will deliver a Revolving Credit Note to such new Lender; and (c) Notwithstanding anything to the contrary contained hereinin this Agreement, each Commitment Increase meeting upon any voluntary reduction of the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject pursuant to Section 15.11 and 2.6, the Borrower shall be effective as of no longer have the later of (a) the date specified option to request an increase in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Commitment pursuant to this Section 15.11 in the case of a waiver of an Event of Default, as applicable2.8.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the date that is three (3) months prior to the Maturity Date, the Borrower shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrower. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date and shall also specify the Tranche subject to increase; provided, that if the Borrower seeks to increase both Tranches, it shall indicate how such increase is to be allocated between the Tranches. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Revolving Credit Lender shall have any obligation to provide any portion of up such increase, and a Revolving Credit Lender may agree to $25,000,000 only increase its Commitment under a single Tranche. (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase c) The following terms and conditions shall apply to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrower and shall be guaranteed and, if applicable, secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrower updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith, the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) the Borrowers are Borrower will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, Section 9.1 and upon giving effect to, such Commitment Increase; and Section 9.2; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and immediately after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms CHAR2\1566724v8 speak as of a particular date, which representations and warranties shall be true and correct in all material respects as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 exceed (i) $200,000,000 less (ii) the sum of (A) the aggregate principal amount of all Incremental Term Loans made pursuant to Section 2.8 and (B) the aggregate principal amount of all prior increases to the Revolving Credit Commitment made pursuant to this Section 2.7; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) in no event shall the aggregate number of increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the number of Incremental Term Loans made pursuant to Section 2.8 exceed five (5); (viii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (ix) the Borrower and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreement and opinions of counsel, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (xi) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations under the applicable Tranche will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders subject to such Tranche in accordance with their revised Revolving Credit Commitment Percentages in respect of such Tranche (and the Revolving Credit Lenders under such Tranche agree to make all payments and adjustments necessary to effect such reallocation and the Borrower shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 13.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Revolving Credit Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders materially adversely affected thereby in accordance with Section 13.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgment Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment CHAR2\1566724v8 as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of the increased portion of the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate as determined and agreed to at the time of such increase by the Borrower and each Increasing Revolving Lender. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgment Agreement delivered to it in accordance with Section 13.10(c). (g) Upon the request of any Increasing Revolving Lender, the Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as a new Revolving Credit Note or Revolving Credit Notes to the case may be, whether its proposed share order of the applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase has been accepted and, if so, of such Revolving Credit Lenders as set forth in the Register. Such new Revolving Credit Note or Revolving Credit Notes shall be in an aggregate principal amount equal to the aggregate principal amount of its share such Revolving Credit Commitments, shall be dated as of the Commitment Increase, Revolving Credit Increase Effective Date and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share otherwise be in substantially the form of the Commitment Increaseexisting Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Borrower. (iiih) Notwithstanding anything The Applicable Margin and pricing grid for the additional Revolving Credit Commitments (and corresponding Loans) shall be the same as the Applicable Margin and pricing grid for the Revolving Credit Commitments (and corresponding Loans) in effect prior to the contrary contained hereinincrease thereof unless the Applicable Margin and pricing grid for the Revolving Credit Commitment (and corresponding Loan) as in effect prior to the increase thereof are increased to an amount that is equal to the Applicable Margin and pricing grid for such additional Revolving Credit Commitments (and corresponding Loans), each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require it being agreed that the consent of any Lender other than those Lenders, if any, which have agreed to increase their that is not an Increasing Revolving Credit Commitments in connection with the Commitment Increase and Lender shall not constitute an amendment, modification or waiver subject be required for any amendment required to Section 15.11 and shall be effective as of effect the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableforegoing.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerSo long as no Default or Event of Default shall have occurred and be continuing, on behalf at any time prior to the fourth (4th) anniversary of the BorrowersClosing Date, may request the Borrowers shall have the right from time to effectuate an time upon not less than thirty (30) days prior written notice to the Administrative Agent to increase in the aggregate Revolving Credit Commitment (a “Commitment Increase”), in by an aggregate amount (for all such requests) not to exceed $200,000,000; provided that any such request for an increase shall be in a minimum amount of up to $25,000,000 10,000,000 (the “Commitment Increase Cap”and in integral multiples of $10,000,000), once during or less, if equal to the term of this Agreement by delivering a Notice of Requested maximum remaining amount permitted above. In no event shall the Aggregate Commitment Increase be increased to Administrative Agent substantially in the form of Exhibit I an amount greater than $700,000,000. (a “Notice of Requested Commitment Increase”), provided that: (Ab) the proposed Commitment Increase Each existing Revolving Credit Lender shall have been consented the right, but not the obligation, to in writing by the Administrative Agent (with such consent not commit to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the proposed increase. Any increase in the aggregate Revolving Credit Commitment Increase that is accomplished by increasing the Revolving Credit Commitment of any Revolving Credit Lender or Revolving Credit Lenders who are at the time of such increase party to this Agreement (which Lender or Lenders shall consent to such increase in their sole and absolute discretion) shall be accomplished as follows: (i) this Agreement will be amended by the Borrowers, the Administrative Agent and those Lender(s) whose Revolving Credit Commitment(s) is or are being increased (but without any requirement that the consent of the Required Lenders be obtained) to reflect the revised Revolving Credit Commitment amounts of each of the Revolving Credit Lenders, (ii) the Administrative Agent will update the Register to reflect the revised Revolving Credit Commitment amount and Revolving Credit Commitment Percentage of each of the Revolving Credit Lenders, (iii) the Extensions of Credit of each Revolving Credit Lender will be reallocated on the effective date of such increase among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment) and (iv) if requested by such Lender or Lenders, the Borrowers will deliver new Revolving Credit Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Revolving Credit Commitment amount of such Revolving Credit Lender(s). (c) If the Administrative Agent does not receive sufficient commitments from the existing Revolving Credit Lenders to fund the entire amount of the proposed increase, Borrower may then solicit commitments from Eligible Assignees. The failure by any existing Lender to respond to a request for such increase shall be deemed to be a refusal of such request by such existing Lender. Any increase in the aggregate Revolving Credit Commitment that is accomplished by addition of a new Revolving Credit Lender under the Agreement (each such new Lender, a “New Lender”); ) shall occur as follows: (Bi) each Lender has been afforded the right to fund the Commitment Increase prior to any such New Lender being given shall be an Eligible Assignee and shall be subject to the consent of the Administrative Agent, which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the Borrowers, the Administrative Agent and by the party becoming a New Lender hereunder (but without any requirement that the consent of the Required Lenders be obtained) solely to reflect the addition of such right; party as a Revolving Credit Lender hereunder, (Ciii) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior toAdministrative Agent will update the Register to reflect the revised Revolving Credit Commitment and Revolving Credit Commitment Percentage of each of the Revolving Credit Lenders, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1iv) the amount Extensions of Credit of each of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall Revolving Credit Lenders will be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding reallocated on all Borrowers. Upon the effective date of such increase among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any Commitment Increaseand all costs required pursuant to Section 4.9 in connection with such reallocation as if such reallocation were a repayment) and (v) at the request of any Revolving Credit Lender, the Administrative Borrower Borrowers will deliver a Revolving Credit Note to such Lender. (d) As a condition precedent to any such increase, the Borrowers shall deliver to the Administrative Agent a certificate from the Borrowers dated on the date of the chief financial officer of the Parent certifying that such increase and signed by a Responsible Officer certified as accurate that, before and after giving effect to such increase, (A) no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative AgentB) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver Borrowers are in compliance on a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection pro forma basis with the Commitment Increase covenants contained in Article IX hereof and shall not constitute an amendment, modification or waiver subject to Section 15.11 and shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with Section 15.11 in the case of a waiver of an Event of Default, as applicableattaching thereto calculations evidencing such compliance.

Increase of Revolving Credit Commitment. So long as no Default or Event of Default shall have occurred and be continuing, at any time prior to the third (i3rd) The Administrative Borrower, on behalf anniversary of the BorrowersClosing Date, may request the Borrowers shall have the right from time to effectuate an time upon not less than thirty (30) days prior written notice to the Administrative Agent to increase the aggregate Revolving Credit Commitment; provided that in no event shall the aggregate Revolving Credit Commitment be increased to an amount greater than $500,000,000; provided further that: (a “Commitment Increase”), in an aggregate amount of up to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially in the form of Exhibit I (a “Notice of Requested Commitment Increase”), provided that: (Aa) the proposed Commitment Increase Each existing Revolving Credit Lender shall have been consented the right, but not the obligation, to in writing by the Administrative Agent (with such consent not commit to be unreasonably withheld), each Lender (if any) who is increasing its Revolving Credit Commitment and any other bank or financial institution acceptable to the Parent and the Administrative Agent that has agreed to become a Lender in respect of all or a portion of the proposed increase. Any increase in the aggregate Revolving Credit Commitment Increase which is accomplished by increasing the Revolving Credit Commitment of any Revolving Credit Lender or Revolving Credit Lenders who are at the time of such increase party to this Agreement (which Lender or Lenders shall consent to such increase in their sole and absolute discretion) shall be accomplished as follows: (i) this Agreement will be amended by the Borrowers, the Administrative Agent and those Lender(s) whose Revolving Credit Commitment(s) is or are being increased (but without any requirement that the consent of the Required Lenders be obtained) to reflect the revised Revolving Credit Commitment amounts of each of the Revolving Credit Lenders, (ii) the Administrative Agent will update the Register to reflect the revised Revolving Credit Commitment amount and Revolving Credit Commitment Percentage of each of the Revolving Credit Lenders, (iii) the Extensions of Credit of each Revolving Credit Lender will be reallocated on the effective date of such increase among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment) and (iv) if requested by such Lender or Lenders, the Borrowers will deliver new Revolving Credit Note(s) to the Lender or Lenders whose Commitment(s) is or are being increased reflecting the revised Revolving Credit Commitment amount of such Revolving Credit Lender(s). (b) If the Administrative Agent does not receive sufficient commitments from the existing Revolving Credit Lenders to fund the entire amount of the proposed increase, Borrower may then solicit commitments from other banks, financial institutions or investment funds. The failure by any existing Lender to respond to a request for such increase shall be deemed to be a refusal of such request by such existing Lender. Any increase in the aggregate Revolving Credit Commitment which is accomplished by addition of a new Revolving Credit Lender under the Agreement (each such new Lender, a “New Lender”); ) shall be accomplished as follows: (Bi) each Lender has been afforded the right to fund the Commitment Increase prior to any such New Lender being given shall be an Eligible Assignee and shall be subject to the consent of the Administrative Agent, which consent shall not be unreasonably withheld, (ii) this Agreement will be amended by the Borrowers, the Administrative Agent and by the party becoming a New Lender hereunder (but without any requirement that the consent of the Required Lenders be obtained) solely to reflect the addition of such right; party as a Revolving Credit Lender hereunder, (Ciii) the Borrowers are in pro forma compliance with all financial covenants set forth in Article 11 prior toAdministrative Agent will update the Register to reflect the revised Revolving Credit Commitment and Revolving Credit Commitment Percentage of each of the Revolving Credit Lenders, and upon giving effect to, such Commitment Increase; and (D) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1iv) the amount Extensions of Credit of each of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall Revolving Credit Lenders will be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding reallocated on all Borrowers. Upon the effective date of any Commitment Increase, such increase among the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would be caused thereby. The Commitment Increase shall not be effective until the Administrative Agent shall have received amendments to this Agreement and the other Loan Documents, commitments of Lenders or New Lenders in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes and such other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. (ii) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the right, in its sole discretion, to reduce and reallocate (within the minimum and maximum amounts specified by each such Lender or New Lender in its notice to the Administrative Agent) the shares of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each Lender or New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything to the contrary contained herein, each Commitment Increase meeting the conditions set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification or waiver subject to Section 15.11 and shall be effective as of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their Revolving Credit Commitments, or by the requisite Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect the reallocation and the Borrowers shall pay any and all costs required pursuant to Section 15.11 5.9 in connection with such reallocation as if such reallocation were a repayment) and (v) at the case request of any Revolving Credit Lender, the Borrowers will deliver a waiver of an Event of Default, as applicableRevolving Credit Note to such Lender.

Increase of Revolving Credit Commitment. (ia) The Administrative BorrowerAs an alternative to, on behalf of or in addition to, Section 2.8 below, subject to the Borrowersconditions set forth below, may request at any time prior to the Revolving Credit Maturity Date, the Borrowers shall have the right upon not less than thirty (30) days’ (or such shorter period as may be agreed to effectuate by the Administrative Agent) prior written notice to the Administrative Agent pursuant to a Revolving Credit Increase Notification, to request an increase in the Revolving Credit Commitment in an aggregate principal amount as may be specified by the Borrowers. Such Revolving Credit Increase Notification shall specify the applicable Revolving Credit Increase Effective Date. (a b) Increases in the Revolving Credit Commitment shall be obtained from existing Revolving Credit Lenders or New Lenders that qualify as Eligible Assignees (each such New Lender, collectively with the existing Revolving Credit Lenders providing increased Revolving Credit Commitments, the “Commitment IncreaseIncreasing Revolving Lenders”), in an aggregate amount each case in accordance with this Section 2.7; provided that no Lender shall have any obligation to provide any portion of up such increase. (c) The following terms and conditions shall apply to $25,000,000 (the “Commitment Increase Cap”), once during the term of this Agreement by delivering a Notice of Requested Commitment Increase to Administrative Agent substantially each increase in the form Revolving Credit Commitment: (i) such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and any Extensions of Exhibit I Credit made thereunder) shall constitute Obligations of the Borrowers and shall be guaranteed and secured with the other Extensions of Credit on a pari passu basis; (a “Notice of Requested Commitment Increase”), provided that: (Aii) the proposed Commitment Increase shall have been consented to in writing by the Administrative Agent (with shall have received from the Borrowers, updated financial projections and an Officer’s Compliance Certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the Revolving Credit Increase Effective Date and after giving effect to any such consent not to be unreasonably withheld), each Lender (if any) who is increasing its increase in the Revolving Credit Commitment (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any other bank Extensions of Credit made or financial institution acceptable to be made in connection therewith (it being understood that, for purposes of such calculation, the Parent and the Administrative Agent that has agreed full principal amount of such increase shall be deemed to become a Lender be an Extension of Credit to be made in respect of all connection therewith, whether or a portion of the Commitment Increase (a “New Lender”not actually borrowed or incurred); (B) each Lender has been afforded the right to fund the Commitment Increase prior to any New Lender being given such right; (C) , the Borrowers are will be in pro forma compliance with all the financial covenants set forth in Article 11 prior to, and upon giving effect to, such Commitment Increase; and X; (Diii) all conditions to borrowing set forth in Section 7.2 shall be satisfied prior to such Commitment Increase. The Notice of Requested Commitment Increase shall specify: (1) the amount of the proposed Commitment Increase and (2) the requested date of the proposed Commitment Increase (which shall be at least fifteen (15) days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all Borrowers. Upon the effective date of any Commitment Increase, the Administrative Borrower shall deliver to the Administrative Agent a certificate of the chief financial officer of the Parent certifying that no Default or Event of Default then exists or would shall have occurred and be caused thereby. The continuing as of the applicable Revolving Credit Increase Effective Date and after giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7 (and, if applicable, any simultaneous Incremental Term Loan made pursuant to Section 2.8) and any Extensions of Credit made in connection therewith; (iv) the representations and warranties made by each Credit Party in this Agreement and the other Loan Documents shall be true and correct on and as of the Revolving Credit Increase Effective Date with the same effect as if made on and as of such date (other than those representations and warranties that by their terms speak as of a particular date, which representations and warranties shall be true and correct as of such particular date); (v) in no event shall the aggregate amount of all increases in the Revolving Credit Commitment pursuant to this Section 2.7 plus the aggregate amount of all Incremental Term Loans made pursuant to Section 2.8 exceed $300,000,000; (vi) the amount of such increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall not be effective until less than a minimum principal amount of $10,000,000, or, if less, the remaining amount permitted pursuant to clause (v) above; (vii) unless previously provided, the Administrative Agent shall have received amendments to this Agreement and a resolution duly adopted by the other Loan Documents, commitments board of Lenders or New Lenders directors of each Credit Party authorizing such increase in an aggregate amount equal to the Commitment Increase, Lender Agreements for each Lender or New Lender committing to the Commitment Increase, any upfront fees to be paid to the Lenders committing to the Commitment Increase, and, if requested, opinion letters, Revolving Credit Notes Commitment; (viii) the Borrowers and such other agreements, documents each Increasing Revolving Lender shall execute and instruments requested by deliver a Lender Addition and reasonably satisfactory Acknowledgement Agreement to the Administrative Agent Agent, for its acceptance and recording in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase.Register; (iiix) If the Administrative Agent approves a proposed Commitment Increase (with such approval not to be unreasonably withheld), the Administrative Agent shall deliver a copy of the Notice of Requested Commitment Increase relating thereto to each Lender. No Lender (or any successor thereto) shall have any obligation to increase its Revolving Credit Commitment or its other obligations under this Agreement or the other Loan Documents, and any decision by a Lender to increase its Revolving Credit Commitment shall be made in its sole discretion independently from any other Lender. If the Administrative Agent receives commitments from the Lenders or the New Lenders in excess of the amount of the proposed Commitment Increase, the Administrative Agent shall have the rightreceived any documents or information, including any joinder agreements, in its sole discretion, to reduce and reallocate (within connection with such increase in the minimum and maximum amounts specified by each such Lender or New Lender Revolving Credit Commitment as it may request in its notice reasonable discretion; and (x) the outstanding Revolving Credit Loans and Revolving Credit Commitment Percentages of L/C Obligations will be reallocated by the Administrative Agent on the applicable Revolving Credit Increase Effective Date among the Revolving Credit Lenders in accordance with their revised Revolving Credit Commitment Percentages (and the Revolving Credit Lenders agree to make all payments and adjustments necessary to effect such reallocation and the Borrowers shall pay any and all costs required pursuant to Section 5.9 in connection with such reallocation as if such reallocation were a repayment). (d) Notwithstanding the provisions of Section 14.2 to the contrary, the Administrative Agent is hereby authorized to execute and deliver amendment documentation evidencing any amendments necessary to effectuate the proposed increase in the Revolving Credit Commitment pursuant to this Section 2.7 on behalf of the Lenders; provided that such amendment shall not modify this Agreement or any other Loan Document in any manner materially adverse to any Lender without the consent of such Lenders adversely affected thereby in accordance with Section 14.2 hereof. (e) Upon the execution, delivery, acceptance and recording of the applicable Lender Addition and Acknowledgement Agreement, from and after the applicable Revolving Credit Increase Effective Date, (i) each Increasing Revolving Lender shall have a Revolving Credit Commitment as set forth in the Register and all the rights and obligations of a Revolving Credit Lender with a Revolving Credit Commitment hereunder and (ii) all Revolving Credit Loans made on account of any increase in the Revolving Credit Commitment pursuant to this Section 2.7 shall bear interest at the rate applicable to the Revolving Credit Loans immediately prior to giving effect to such increase in the Revolving Credit Commitment pursuant to this Section 2.7. (f) The Administrative Agent shall maintain a copy of each Lender Addition and Acknowledgement Agreement delivered to it in accordance with Section 14.10(c). (g) Upon the request of any Increasing Revolving Lender, the Parent Borrower shall execute and deliver to the Administrative Agent) the shares , in exchange for any surrendered Revolving Credit Note or Revolving Credit Notes of the Commitment Increase of the Lenders or New Lenders willing to fund the proposed Commitment Increase so that the total committed shares of the proposed Commitment Increase equals the proposed Commitment Increase. The Administrative Agent shall notify each any existing Revolving Credit Lender or with respect to any New Lender, as the case may be, whether its proposed share of the Commitment Increase has been accepted and, if so, the amount of its share of the Commitment Increase, and such Lender shall thereafter execute and deliver a Lender Agreement with respect to its respective share of the Commitment Increase. (iii) Notwithstanding anything new Revolving Credit Note or Revolving Credit Notes to the contrary contained herein, each applicable Revolving Credit Lenders in amounts equal to the Revolving Credit Commitment Increase meeting the conditions of such Revolving Credit Lenders as set forth in Section 2.7(a)(i) shall not require the consent of any Lender other than those Lenders, if any, which have agreed to increase their Register. Such new Revolving Credit Commitments in connection with the Commitment Increase and shall not constitute an amendment, modification Note or waiver subject to Section 15.11 and Revolving Credit Notes shall be effective as in an aggregate principal amount equal to the aggregate principal amount of the later of (a) the date specified in the applicable Notice of Requested Commitment Increase and (b) the date upon which the foregoing conditions shall have been satisfied or waived by the Administrative Agent and the Lenders which have agreed to increase their such Revolving Credit Commitments, or by shall be dated as of the requisite Lenders Revolving Credit Increase Effective Date and shall otherwise be in accordance with Section 15.11 in substantially the case form of a waiver of an Event of Default, as applicablethe existing Revolving Credit Notes. Each surrendered Revolving Credit Note and/or Revolving Credit Notes shall be canceled and returned to the Parent Borrower.