Common use of Increase of the Facility Clause in Contracts

Increase of the Facility. 2.2.1 The Borrowers may at any time during the first four (4) years after the date of this Agreement, approach the Bookrunner and ask it to coordinate, on a “best effort basis” a request for an increase of the Facility with additional Commitments up to an aggregate amount of USD 250,000,000 with the addition of amounts previously cancelled by the Borrowers pursuant to Clause 7.7 (Voluntary cancellation of Facility) Such request may be made three times. The increase shall be made by a pro rata increase in each Lender's commitment on similar terms and conditions set out herein, except in respect of any up-front fees. The up-front fees are to be agreed between the Borrowers and the Lenders participating in the increase, at the time the request for an increase in the Total Commitment is received. The increase of the Facility shall be subject to: (a) a prior written consent of the Facility Agent (on behalf of the Majority Lenders); (b) each Lender may reject to increase their Commitment; (c) the Borrowers may, in cooperation with the Bookrunner, assign all or part of any committed increase, to another Lender, another non-participating bank or financial institution, subject to the prior written consent of the Facility Agent (on behalf of the Majority Lenders), such consent not to be unreasonably withheld, and subject always to compliance with the Swiss Ten Non-Bank Rule; (d) if the outcome of the consultations with the Lenders or any other non-participating bank or financial institution (acceptable to the Majority Lenders), is that they are prepared (on terms and conditions acceptable to them and the Borrowers) to agree to participate in the increase of the Facility the increase requested shall be so effected #3462336/1 15 (85) and each of the parties hereto shall enter into, and the Borrowers referred to shall procure that each Obligor shall enter into, (e) such documentation as the Agent deems necessary (on terms and conditions satisfactory to the Agent) to give effect to the increase requested, including, without limitation, all such documentation necessary or appropriate to ensure that each of the Finance Documents, and the security created thereunder, continues in full force and effect.

Increase of the Facility. 2.2.1 The Borrowers may at (a) At any time during following the first four (4) years after the date execution of this Agreement, approach Agreement but no later than the Bookrunner 180th day preceding the Facility Maturity Date and ask it to coordinate, on a “best effort basis” a request for an increase so long as the amount of the Facility with additional Commitments has not been voluntarily reduced by Cascades (but solely pursuant to Section 7.5), Cascades may, by notice to the Administrative Agent, request an increase up to $250,000,000 in the amount of the Facility (an “increase”). The notice must specify: (i) the amount of the proposed increase, which must be a multiple of $10,000,000, provided that the aggregate amount of USD 250,000,000 with the addition of amounts previously cancelled by the Borrowers all increases made pursuant to Clause 7.7 this Section 2.13 may not exceed $250,000,000; and (Voluntary cancellation ii) the allocation of Facilitythe proposed increase among the Tranches. (b) Such request may be made three times. The Upon receipt of such notice, the Administrative Agent will offer to the Lenders to participate in the increase shall be made by a pro rata to their Commitments. If some but not all of the Lenders accept the offer, then the Administrative Agent will offer to the Lenders who have then accepted a portion of the increase to participate in each Lender's commitment on similar terms and conditions set out hereinthe remaining unaccepted portion of the increase pro rata to the Commitments of such Lenders. If after such offers, except in respect any portion of the increase remains unaccepted, then Cascades will have the right to offer such portion to Persons who are not Lenders, provided that any up-front fees. The up-front fees are offer to be agreed between any such Person would qualify as an assignment of Commitment hereunder, as if such offer were an assignment. (c) If offers made pursuant to Section 2.13(b) have been accepted, the Administrative Agent, the Borrowers and the Lenders participating in the increase, at the time the request for and other Persons who have accepted such offers will execute an increase in the Total Commitment is received. The increase of the Facility shall be subject toamendment to this Agreement: (ai) a prior written consent of the Facility Agent (on behalf of the Majority Lenders); (b) providing that each Lender may reject to increase their Commitment; (c) the Borrowers may, in cooperation with the Bookrunner, assign all or part of any committed increase, to another Lender, another non-participating bank or financial institution, subject to the prior written consent of the Facility Agent (on behalf of the Majority Lenders), such consent not to be unreasonably withheld, and subject always to compliance with the Swiss Ten Non-Bank Rule; (d) if the outcome of the consultations with the Lenders or any other non-participating bank or financial institution (acceptable to the Majority Lenders), is that they are prepared (on terms and conditions acceptable to them and the Borrowers) to agree Person who has accepted to participate in the increase will have a Commitment equal to the amount of the Facility its participation in the increase requested shall be so effected #3462336/1 15 (85) and each or an additional Commitment equal to such amount in the case of the parties hereto shall enter into, and the Borrowers referred to shall procure that each Obligor shall enter into,a Person who is already a Lender); and (eii) containing such documentation other provisions as the Agent deems may be necessary (on terms and conditions satisfactory to the Agent) to give effect to the increase requestedincluding as to the absence of a Default and the delivery of legal opinions. (d) For greater certainty, including, without limitation, all such documentation necessary (i) nothing in this Section is intended to commit any Lender to participate or appropriate the Administrative Agent to ensure that each of the Finance Documentsarrange for a participation in an increase, and (ii) the security created thereunderaggregate amount of all increases made pursuant to this Section 2.13 may not exceed $250,000,000. Notwithstanding any other provision of this Agreement, continues an amendment agreement giving effect to an increase under this Section 2.13 will not require the consent of Lenders other than those participating in full force the increase and effectthe Agents, any Swingline Lender and any Issuing Lender.

Increase of the Facility. 2.2.1 The Borrowers may at (a) At any time during following the first four (4) years after the date execution of this Agreement, approach Agreement but no later than the Bookrunner 180th day preceding the Facility Maturity Date and ask it to coordinate, on a “best effort basis” a request for an increase so long as the amount of the Facility with additional Commitments has not been voluntarily reduced by Cascades pursuant to Section 7.5 solely, Cascades may, by notice to the Administrative Agent, request an increase up to $200,000,000 in the amount of the Facility (an “increase”). The notice must specify: (i) the amount of the proposed increase, which must be a multiple of $10,000,000, provided that the aggregate amount of USD 250,000,000 with the addition of amounts previously cancelled by the Borrowers all increases made pursuant to Clause 7.7 this Section 2.13 may not exceed $200,000,000; and (Voluntary cancellation ii) the allocation of Facilitythe proposed increase among the Tranches. (b) Such request may be made three times. The Upon receipt of such notice, the Administrative Agent will offer to the Lenders to participate in the increase shall be made by a pro rata to their Commitments. If some but not all of the Lenders accept the offer, then the Administrative Agent will offer to the Lenders who have then accepted a portion of the increase to participate in each Lender's commitment on similar terms and conditions set out hereinthe remaining unaccepted portion of the increase pro rata to the Commitments of such Lenders. If after such offers, except in respect any portion of the increase remains unaccepted, then Cascades will have the right to offer such portion to Persons who are not Lenders, provided that any up-front fees. The up-front fees are offer to be agreed between any such Person would qualify as an assignment of Commitment hereunder, as if such offer were an assignment. (c) If offers made pursuant to Section 2.13(b) have been accepted, the Administrative Agent, the Borrowers and the Lenders participating in the increase, at the time the request for and other Persons who have accepted such offers will execute an increase in the Total Commitment is received. The increase of the Facility shall be subject toamendment to this Agreement: (ai) a prior written consent of the Facility Agent (on behalf of the Majority Lenders); (b) providing that each Lender may reject to increase their Commitment; (c) the Borrowers may, in cooperation with the Bookrunner, assign all or part of any committed increase, to another Lender, another non-participating bank or financial institution, subject to the prior written consent of the Facility Agent (on behalf of the Majority Lenders), such consent not to be unreasonably withheld, and subject always to compliance with the Swiss Ten Non-Bank Rule; (d) if the outcome of the consultations with the Lenders or any other non-participating bank or financial institution (acceptable to the Majority Lenders), is that they are prepared (on terms and conditions acceptable to them and the Borrowers) to agree Person who has accepted to participate in the increase will have a Commitment equal to the amount of the Facility its participation in the increase requested shall be so effected #3462336/1 15 (85) and each or an additional Commitment equal to such amount in the case of the parties hereto shall enter into, and the Borrowers referred to shall procure that each Obligor shall enter into,a Person who is already a Lender); and (eii) containing such documentation other provisions as the Agent deems may be necessary (on terms and conditions satisfactory to the Agent) to give effect to the increase requestedincluding as to the absence of a Default and the delivery of legal opinions. (d) For greater certainty, including, without limitation, all such documentation necessary (i) nothing in this Section is intended to commit any Lender to participate or appropriate the Administrative Agent to ensure that each of the Finance Documentsarrange for a participation in an increase, and (ii) the security created thereunderaggregate amount of all increases made pursuant to this Section 2.13 may not exceed $200,000,000. Notwithstanding any other provision of this Agreement, continues an amendment agreement giving effect to an increase will not require the consent of Lenders other than those participating in full force the increase and effectthe Agents, any Swingline Lender and any Issuing Lender.

Increase of the Facility. 2.2.1 The Borrowers may at (a) At any time during following the first four (4) years after the date execution of this Agreement, approach Agreement but no later than the Bookrunner 180th day preceding the Facility Maturity Date and ask it to coordinate, on a “best effort basis” a request for an increase so long as the amount of the Facility with additional Commitments has not been voluntarily reduced by Cascades pursuant to Section 7.5 solely, Cascades may, by notice to the Administrative Agent, request an increase up to $250,000,000 in the amount of the Facility (an “increase”). The notice must specify: (i) the amount of the proposed increase, which must be a multiple of $10,000,000, provided that the aggregate amount of USD 250,000,000 with the addition of amounts previously cancelled by the Borrowers all increases made pursuant to Clause 7.7 this Section 2.13 may not exceed $250,000,000; and (Voluntary cancellation ii) the allocation of Facilitythe proposed increase among the Tranches. (b) Such request may be made three times. The Upon receipt of such notice, the Administrative Agent will offer to the Lenders to participate in the increase shall be made by a pro rata to their Commitments. If some but not all of the Lenders accept the offer, then the Administrative Agent will offer to the Lenders who have then accepted a portion of the increase to participate in each Lender's commitment on similar terms and conditions set out hereinthe remaining unaccepted portion of the increase pro rata to the Commitments of such Lenders. If after such offers, except in respect any portion of the increase remains unaccepted, then Cascades will have the right to offer such portion to Persons who are not Lenders, provided that any up-front fees. The up-front fees are offer to be agreed between any such Person would qualify as an assignment of Commitment hereunder, as if such offer were an assignment. (c) If offers made pursuant to Section 2.13(b) have been accepted, the Administrative Agent, the Borrowers and the Lenders participating in the increase, at the time the request for and other Persons who have accepted such offers will execute an increase in the Total Commitment is received. The increase of the Facility shall be subject toamendment to this Agreement: (ai) a prior written consent of the Facility Agent (on behalf of the Majority Lenders); (b) providing that each Lender may reject to increase their Commitment; (c) the Borrowers may, in cooperation with the Bookrunner, assign all or part of any committed increase, to another Lender, another non-participating bank or financial institution, subject to the prior written consent of the Facility Agent (on behalf of the Majority Lenders), such consent not to be unreasonably withheld, and subject always to compliance with the Swiss Ten Non-Bank Rule; (d) if the outcome of the consultations with the Lenders or any other non-participating bank or financial institution (acceptable to the Majority Lenders), is that they are prepared (on terms and conditions acceptable to them and the Borrowers) to agree Person who has accepted to participate in the increase will have a Commitment equal to the amount of the Facility its participation in the increase requested shall be so effected #3462336/1 15 (85) and each or an additional Commitment equal to such amount in the case of the parties hereto shall enter into, and the Borrowers referred to shall procure that each Obligor shall enter into,a Person who is already a Lender); and (eii) containing such documentation other provisions as the Agent deems may be necessary (on terms and conditions satisfactory to the Agent) to give effect to the increase requestedincluding as to the absence of a Default and the delivery of legal opinions. (d) For greater certainty, including, without limitation, all such documentation necessary (i) nothing in this Section is intended to commit any Lender to participate or appropriate the Administrative Agent to ensure that each of the Finance Documentsarrange for a participation in an increase, and (ii) the security created thereunderaggregate amount of all increases made pursuant to this Section 2.13 may not exceed $250,000,000. Notwithstanding any other provision of this Agreement, continues an amendment agreement giving effect to an increase under this Section 2.13 will not require the consent of Lenders other than those participating in full force the increase and effectthe Agents, any Swingline Lender and any Issuing Lender.