Common use of Increased Commitments; Additional Lenders Clause in Contracts

Increased Commitments; Additional Lenders. (a) From time to time the Borrower may, upon at least seven Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors with respect to the Increased Commitments and such opinions of counsel for the Obligors with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 75,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another bank or other banks (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender bank that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender bank (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of any time any Group of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of any Group of Euro-Dollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Committed Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than up to $25,000,000 500,000,000 in the aggregate for all increases made pursuant to this Section 2.16 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of (x) the existing Lenders or (y) other financial institutions reasonably acceptable to the Administrative Agent Agent, in each case, which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment (an “Increasing Lender”) and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 2.16 shall be subject to the satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date first sentence of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000Section 3.02(a). (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.16 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, hereof and (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon On the effective date of any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.16, (i) each Additional Lender immediately prior shall pay to such increase will automatically and without further act be deemed the Administrative Agent an amount equal to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage pro rata share of the aggregate outstanding Loans held by each and (ii) any Increasing Lender is whose Commitment has been increased shall pay to the Administrative Agent an amount equal to the increase in its percentage pro rata share of the aggregate outstanding Committed Loans, in each case such payments shall be for the account of each other Lender. Upon receipt of such amount by the Administrative Agent, (A) each other Lender shall be deemed to have ratably assigned that portion of its outstanding Committed Loans that is being reduced to the Additional Lenders and the Increasing Lenders in accordance with such Lender’s new Commitment or the increased portion thereof as applicable and (B) the Administrative Agent shall promptly distribute to each other Lender its ratable share of the Lenders’ Commitmentsamounts received by the Administrative Agent pursuant to this paragraph.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven five Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Agent, each Issuing Lender and the Company which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment5,000,000. (c) Any increase in the Commitments pursuant to this Section 2.04 2.20 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions contained in Sections 4.02(a) no Event of Default shall have occurred and (b) would be satisfied with respect to a Borrowing on the date of such increasecontinuing; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,0006,500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.20 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor the Company stating that the conditions set forth in subsection (cSection 2.20(c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.20, (i) the respective Letter of Credit Liabilities and participations in outstanding Swingline Loans are outstanding, of the Lenders shall be re-determined as of the effective date of such increase and (ii) each Lender of the Lenders holding Commitments immediately prior to such increase will automatically and without further act be deemed to have assigned shall assign to each Lender providing of the Lenders holding a portion of the Increased Commitments Commitment, and each of the Lenders holding a portion of its then the Increased Commitment shall purchase from each of the Lenders holding Commitments immediately prior to such increase, at the principal amount thereof, such interests in the Syndicated Loans outstanding Loans on the effective date of such increase as shall be necessary in order that, after giving effect to each all such deemed assignment assignments and purchases, such Syndicated Loans will be held by Lenders ratably in accordance with their Commitments after giving effect to the Increased Commitments, . The Administrative Agent and the percentage of Lenders hereby agree that the aggregate outstanding Loans held by each Lender is equal minimum borrowing and prepayment requirements in this Agreement shall not apply to its percentage of the aggregate amount of transactions effected pursuant to the Lenders’ Commitmentsimmediately preceding sentence.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments and the Other Commitments by an aggregate amount not less than to exceed $25,000,000 625,000,000 (the amount of any such increase, increase of the “Commitments being referred to as the "Increased Commitments”"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. Each Lender which fails to respond to any such request shall be conclusively deemed to have refused to consent to an increase in its Commitment. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.23 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From Following the Effective Date, the Borrower may from time to time time, propose to increase the aggregate amount of the Commitments in accordance with this Section. The aggregate principal amount of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the "Increased Commitments"), when aggregated with the principal amount of any increases to the Other New Facilities made pursuant to Section 2.24 thereof, shall not exceed $500,000,000. Borrower may, upon shall provide at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders) of any requested Increased Commitments. Each Lender party to this Agreement at such time shall have the right (but not the obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate amount of Commitments then existing. No Lender which fails to respond shall be deemed to have elected to increase its Commitment in response to a notice by the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”)Borrower under this Section. (b) To effect such an increaseIf any Lender party to this Agreement elects not to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.24 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From Following the Effective Date, the Borrower may from time to time time, propose to increase the aggregate amount of the Commitments in accordance with this Section. The aggregate principal amount of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the "Increased Commitments"), when aggregated with the principal amount of any increases to the Other Facilities made pursuant to Section 2.24 thereof, shall not exceed $500,000,000. Borrower may, upon shall provide at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders) of any requested Increased Commitments. Each Lender party to this Agreement at such time shall have the right (but not the obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate amount of Commitments then existing. No Lender which fails to respond shall be deemed to have elected to increase its Commitment in response to a notice by the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”)Borrower under this Section. (b) To effect such an increaseIf any Lender party to this Agreement elects not to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.24 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.request. ARTICLE III

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven Business Daysfive days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 10,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and each Issuing Lender which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 2.20 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.20 shall not exceed $2,000,000,000500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.20 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate legal authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.20, each Lender immediately prior to (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase will automatically and without further act be deemed in proportion to have assigned to each Lender providing a portion of the Increased their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment increase and (ii) within five Domestic Business Days, in the Increased Commitmentscase of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of Euro-Currency Loans then outstanding, the percentage of Borrower shall prepay or repay such Loans in their entirety and, to the aggregate extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments after giving effect to such increase, until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments and the Other Commitments by an aggregate amount not less than to exceed $25,000,000 593,000,000 (the amount of any such increase, increase of the “Commitments being referred to as the "Increased Commitments”"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. Each Lender which fails to respond to any such request shall be conclusively deemed to have refused to consent to an increase in its Commitment. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.23 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date provided no Default exists, the Borrower may, upon at least seven Business Days’ notice may propose to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 550,000,000 (the amount of any such increase, the “Increased Commitments”). (ba) To effect such an increase, the Borrower Increased commitments may designate be provided by one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent, the Swing Line Lender and the Borrower (which consent of the Administrative Agent and the Swing Line Lender shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments Commitments, a consent to the increased commitments by each Guarantor and a reaffirmation of the Guaranty, and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection request. (c) above have been satisfied. (e) Upon On the effective date of any increase in the aggregate amount Commitments, (i) each relevant increasing Lender and Additional Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the Commitments pursuant other Lenders, as being required in order to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such thatcause, after giving effect to each such deemed assignment increase and the Increased Commitmentsuse of such amounts to make payments to such other Lenders, the percentage each Lender’s portion of the aggregate outstanding Revolving Loans held by each Lender is of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (ii) the Borrower shall be deemed to its percentage have repaid and reborrowed all outstanding Revolving Loans as of the aggregate amount date of any increase in the Commitments (with such reborrowing to consist of the Lenders’ CommitmentsTypes of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurodollar Loan, shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.13 if the deemed payment occurs other than on the last day of the related Interest Periods.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Borrowers may, upon at least seven five Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Borrowers may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Eligible Assignees which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”)Person, become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment5,000,000. (c) Any increase in the Commitments pursuant to this Section 2.04 2.17 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.17 shall not exceed $2,000,000,000500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrowers with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor the Borrowers stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.17, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of Euro-Dollar Loans then outstanding, the Borrowers shall prepay or repay such Loans in their entirety and, to the extent the Borrowers elect to do so and subject to the conditions specified in Article 3, the Borrowers shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the Lenders in such proportion. (f) An increase in the aggregate amount of the Lenders’ Commitments pursuant to this Section 2.17 shall result in an increase to the Maximum Availability of each Borrower such that the ratio of (x) the Maximum Availability of each Borrower to the Commitments prior to the Increased Commitments is consistent with the ratio of (y) the Maximum Availability of each Borrower to the Commitments after the Increased Commitments.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date (but not more than twice in any calendar year), the Borrower may, upon at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount which (i) is a multiple of $10,000,000 and (ii) when combined with the aggregate amount by which the Commitments have theretofore been increased pursuant to this Section 2.18, does not less than exceed $25,000,000 100,000,000 (the amount of any such increase, the “"INCREASED COMMITMENTS"); provided that no Default shall have occurred and be continuing. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments”)Commitments as its then Commitment bears to the aggregate Commitments then existing. If a Lender does not respond to such notice within such period, such Lender shall be deemed to have elected not to increase its Commitment pursuant to this Section 2.18 at such time. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 30 days of the Lenders' response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent (such acceptance not to be unreasonably withheld or delayed), the Issuing Banks and the Borrower which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”"ADDITIONAL LENDER"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.18 that is not pro rata among all Lenders, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of any time any Group of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of any Group of Euro-Dollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Committed Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Tranche A Lenders or the Tranche B Lenders, as appropriate), propose to increase the aggregate amount of the Commitments by an amount not less to exceed $500,000,000; provided that the aggregate amount of the Tranche B Commitments shall not be increased by greater than $25,000,000 37,500,000 (the amount of any such increase, the “Increased Commitments”). Each Tranche A Lender (or, solely in the case of an Increased Commitment in respect of the Tranche B Commitments, each Tranche B Lender) party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Tranche A Commitment or Tranche B Commitment, as applicable, by a principal amount which bears the same ratio to the Increased Commitments as its then-effective Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower’s request for an increase shall be deemed a rejection of the Borrower’s request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection ‎(a) of this Section, the Borrower may may, within 10 days of the Lender’s response (or deemed response), designate one or more of the applicable existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent, the LC Issuing Banks and the Borrower (which consent of the Administrative Agent and the LC Issuing Banks shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection ‎(b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no in the aggregate exceed the unsubscribed amount of the Increased Commitments, and the increases in the Commitments of the existing Lender Lenders and the Commitments of the Additional Lenders made pursuant to this subsection ‎(b) shall have any obligation be on the same terms (including upfront fees) as were offered to increase its Commitmentthe applicable Lenders pursuant to ‎Section 2.15(a) or on terms more advantageous to the Borrower. (c) [Reserved]. (d) Any increase in the Commitments pursuant to this Section 2.04 ‎Section 2.15 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(a‎Article 3 shall be true; (ii) immediately before and (b) would be satisfied with respect after giving effect to a Borrowing on the date of such increase, no Default shall have occurred and be continuing; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to ‎Section 2.15(a) shall not exceed $2,000,000,000500,000,000; provided that the aggregate amount of all increases in Tranche B Commitments made pursuant to Section 2.15(a) shall not exceed $37,500,000. (de) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 ‎Section 2.15 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate or other organizational authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iiirequest. This Section 2.15(e) a certificate of a Responsible Officer of each Obligor stating that shall supersede anything to the conditions set forth contrary in subsection (c) above have been satisfiedSection 9.02(b). (ef) Upon (i) any increase in the aggregate amount of the Tranche A Commitments pursuant to this Section 2.04 ‎Section 2.15 that is not pro rata among all Tranche A Lenders, (x) within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Term Benchmark Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in ‎Article 4, the Borrower shall re-borrow Tranche A Loans from the Tranche A Lenders in proportion to their respective Tranche A Commitments after giving effect to such increase, until such time any as all outstanding Tranche A Loans are outstandingheld by the Tranche A Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, the percentage of proportion its respective Tranche A Commitment bears to the aggregate outstanding Loans held by each Lender is equal Tranche A Commitments after giving effect to its percentage of such increase and (ii) any increase in the aggregate amount of the Tranche B Commitments pursuant to this Section 2.15 that is not pro rata among all Tranche B Lenders’ Commitments, within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Term Benchmark Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in ‎Article 4, the Borrower shall re-borrow Tranche B Loans from the Tranche B Lenders in proportion to their respective Tranche B Commitments after giving effect to such increase, until such time as all outstanding Tranche B Loans are held by the Tranche B Lenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Closing Date, the Borrower may, upon at least seven Business Days’ thirty (30) days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Revolving Credit Commitments and/or the Term Loan Commitments by an amount which does not less than $25,000,000 (exceed the amount of any Indebtedness then permitted to be incurred by the Borrower under subsection 10.2(e)(z) (the "PERMITTED ACQUISITION INDEBTEDNESS") and, in the event that any off-balance sheet Receivables Facility in effect on the Closing Date is terminated, by an amount which does not exceed the lesser of (x) the then outstanding balance of indebtedness incurred by the Receivables Subsidiary under such Receivables Facility or (y) $100,000,000 (the "Permitted Receivables Indebtedness"), it being understood that any increases pursuant to this subsection 2.5 (a) must be in compliance with the provisions of this subsection and, in the case of any Permitted Acquisition Indebtedness, subsection 10.2(e)(z) (any such increase, the “Increased Commitments”"INCREASED COMMITMENTS"). (b) To effect such The Increased Commitments may be provided, in whole or in part, by the existing Lenders under this Agreement or by any other lender (an increase"ADDITIONAL LENDER"), which agrees to become a party to this Agreement. The sum of the Borrower may designate one or more increases in the Commitments of the existing Lenders or other financial institutions reasonably acceptable pursuant to this subsection 2.5 plus the Administrative Agent which at Commitments of the time agree Additional Lenders, together with any Increased Commitments previously provided by Lenders to this Agreement and Additional Lenders, shall not (iA) in the case of any such lender that is an existing LenderPermitted Acquisition Indebtedness, increase its Commitment in the aggregate exceed the amount of the Permitted Acquisition Indebtedness permitted under subsection 10.2(e)(z) and (iiB) in the case of any other Permitted Receivables Indebtedness, in the aggregate exceed the lesser of (x) the outstanding balance of indebtedness incurred by the Receivables Subsidiary under such lender terminated Receivables Facility or (an “Additional Lender”)y) $100,000,000, become in each case whether such Commitments are Revolving Credit Commitments or Term Loan Commitments or a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentcombination thereof. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 subsection 2.5 shall become effective upon the receipt by the Administrative Agent of (i) an agreement Increased Commitments Agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increasedproviding such Increased Commitments, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request request. The Increased Commitments Agreement shall specify in the case of Term Loans, the maturity date (which shall not be earlier than the Revolving Commitment Termination Date), prepayment schedule (which shall not require amortization of more than 20% of the principal amount of such Term Loans prior to the Revolving Commitment Termination Date), interest rate or rates, form of Term Note, fees in respect of such Term Loan Commitments and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedother matters particular to such Term Loan Commitments, such Term Loans and such Term Loan Lenders. (ed) Upon any No consent by Lenders to the Increased Commitments Agreement shall be required by reason of an increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at subsection 2.5, except to the extent the consent of any time any Loans are outstanding, each Lender immediately prior is required if it agrees to such increase will automatically and without further act its Revolving Credit Commitment or its Term Loan Commitment. No Lender shall be deemed obligated to have assigned to each Lender providing increase its Commitments by reason of a portion request of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect Borrower pursuant to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitmentsthis subsection 2.5.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per year from the Borrower Effective Date, the Borrowers may, upon at least seven Business Days’ thirty (30) days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $50,000,000, the total amount of all such increases not less than to exceed $25,000,000 250,000,000 (the amount of any such increase, the “"Increased Commitments”"); provided that at the time of and after giving effect to any increase in the Commitments (and the delivery of the applicable commitment increase notice shall constitute a representation and warranty by the Partnership and the Corporation that on the effective date of such increase such statements are true) (i) the Corporation's Long-Term Debt ratings from Xxxxx'x and S&P are better than or equal to Baa2 or BBB, respectively ; (ii) the representations and warranties of the Partnership and the Corporation contained in Article IV are correct on and as of the date of such increase, before and after giving effect to such increase, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing ; (iv) on the date of such increase, (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) and all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender's Commitment shall exceed 50% of the aggregate amount of the Commitments]. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower Borrowers may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrowers with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date provided no Default exists, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 400,000,000 (the amount of any such increase, the “Increased CommitmentsCommitments ”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional LenderLender ”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (x) within five Domestic Business Days, in the case of any time any Loans are ABR Borrowing then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion (y) at the end of the Increased then current Interest Period with respect thereto, in the case of any Eurodollar Borrowing then outstanding, the Borrower shall prepay such Borrowing in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4 the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.37

Increased Commitments; Additional Lenders. (a) From time to time Following the Effective Date, the Borrower may, upon at least seven Business Days’ notice from time to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders)time, increase the aggregate amount of the Commitments by an in accordance with this Section. The aggregate principal amount not less than $25,000,000 of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the “Increased Commitments”). ) shall not exceed $250,000,000. Borrower shall provide at least 30 days’ notice to the Administrative Agent (bor such shorter prior notice as the Administrative Agent may agree to accept) To effect such an increase, of any request to increase the Commitments. The Borrower may designate any Lender (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person that qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (a) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.22 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per 364 day period from the Borrower Amended and Restated Credit Agreement Effective Date, the Borrowers may, upon at least seven Business Days’ thirty (30) days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $25,000,000, the total amount of all such increases not less than to exceed $25,000,000 250,000,000 (the amount of any such increase, the “"Increased Commitments”"); provided that at the time of and after giving effect -------- to any increase in the Commitments (and the delivery of the applicable commitment increase notice shall constitute a representation and warranty by the Partnership and the Corporation that on the effective date of such increase such statements are true) (i) the Corporation's Long-Term Debt ratings from Xxxxx'x and S&P are better than or equal to Baa2 or BBB, respectively; (ii) the representations and warranties of the Partnership and the Corporation contained in Article IV are correct on and as of the date of such increase, before and after giving effect to such increase, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing ; (iv) on the date of such increase, (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender's Commitment shall exceed 50% of the aggregate amount of the Commitments. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower Borrowers may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrowers with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven Business Daysfive days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 10,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and each Issuing Lender which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 2.20 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.20 shall not exceed $2,000,000,000400,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.20 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.20, each Lender immediately prior to (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase will automatically and without further act be deemed in proportion to have assigned to each Lender providing a portion of the Increased their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment increase and (ii) within five Domestic Business Days, in the Increased Commitmentscase of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of Euro-Currency Loans then outstanding, the percentage of Borrower shall prepay or repay such Loans in their entirety and, to the aggregate extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments after giving effect to such increase, until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From At any time and from time to time time, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of or such shorter prior notice as the Administrative Agent may agree to the Lendersaccept), propose to increase the aggregate amount of the Commitments by an aggregate amount which does not less than result in the Commitments, when aggregated with the principal amount of Borrower’s then existing senior short term bank credit facilities, being in excess of $25,000,000 4,125,000,000 (the amount of any such increase, increase of the Commitments being referred to as the “Increased Commitments”). If the Borrower elects to increase the Commitments pursuant to this Section 2.23, any such increase shall be made ratably between the aggregate amount of the Revolving Commitments and aggregate amount of the Term Loans or Term Loan Commitments then outstanding. For the avoidance of doubt, no Lender shall be obligated to increase its Revolving Commitments or Term Loan Commitments. (b) To effect such an increase, the The Borrower may designate any Lender party to this Agreement (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders), which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment Commitments and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.23 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is Commitments are to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time after the Closing Date, the Principal Borrower may, upon at least seven Business Daysfive days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 10,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Principal Borrower may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and each Issuing Lender which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that . For the avoidance of doubt, Existing Lenders are under no existing Lender shall have any obligation to increase its Commitmentcommit to any Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 2.20 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.20 shall not exceed $2,000,000,0001,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.20 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsPrincipal Borrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate legal authorization on the part of the Obligors Principal Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors with respect to the Increased Commitments as the Administrative Agent Principal Borrower (which may reasonably request include internal counsel for any Principal Borrower) (covering customary legal matters for an unsecured bank loan financing) and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.20, each Lender immediately prior to (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase will automatically and without further act be deemed in proportion to have assigned to each Lender providing a portion of the Increased their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment increase and (ii) within five Domestic Business Days, in the Increased Commitmentscase of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of Euro-Currency Loans then outstanding, the percentage of Borrower shall prepay or repay such Loans in their entirety and, to the aggregate extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments after giving effect to such increase, until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time after the Borrower Effective Date, the Company may, upon at least seven Business Daysthree (3) days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Agent, each Issuing Bank and the Swingline Lender which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that . For the avoidance of doubt, existing Lenders are under no existing Lender shall have any obligation to increase its Commitmentcommit to any Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 2.21 shall be subject to satisfaction of the following conditions: (i) at the time of and immediately after giving effect to such increase, all representations and warranties of the conditions Company contained in Sections 4.02(aArticle III shall be true and correct in all material respects (except to the extent qualified by materiality, Material Adverse Effect or a similar qualifier, in which case it shall be true and correct in all respects, and except to the extent that any such representation and warranty expressly relates to an earlier date, in which case such representation and warranty shall be true and correct in all material respects as of such earlier date); (ii) and (b) would be satisfied with respect to a Borrowing on at the date time of such increase, no Default or Event of Default shall have occurred and be continuing or would result from such increase; (iii) the Company shall be in pro forma compliance with the financial covenant in Section 6.09; and (iiiv) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.21 shall not exceed $2,000,000,000500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.21 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate legal authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of outside counsel for the Obligors with respect Company addressed to the Increased Commitments as the Administrative Agent may reasonably request Additional Lenders (covering customary legal matters for an unsecured bank loan financing) and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.21, each Lender immediately prior to (i) the respective LC Exposure of the Lenders shall be redetermined as of the effective date of such increase will automatically and without further act be deemed in proportion to have assigned to each Lender providing a portion of the Increased their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment increase and (ii) the Increased Commitments, the percentage outstanding Loans shall be reallocated as of the aggregate effective date of such increase such that as of the date of such increase, all outstanding Loans held are funded by each Lender is equal the Lenders in proportion to its percentage of the aggregate amount of the Lenders’ Commitmentstheir respective Commitments after giving effect to such increase.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Tranche A Lenders or the Tranche B Lenders, as appropriate), propose to increase the aggregate amount of the Commitments by an amount not less to exceed $500,000,000; provided that the aggregate amount of the Tranche B Commitments shall not be increased by greater than $25,000,000 37,500,000 (the amount of any such increase, the “Increased Commitments”). Each Tranche A Lender (or, solely in the case of an Increased Commitment in respect of the Tranche B Commitments, each Tranche B Lender) party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Tranche A Commitment or Tranche B Commitment, as applicable, by a principal amount which bears the same ratio to the Increased Commitments as its then-effective Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower’s request for an increase shall be deemed a rejection of the Borrower’s request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection ‎(a) of this Section, the Borrower may may, within 10 days of the Lender’s response (or deemed response), designate one or more of the applicable existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent, the LC Issuing Banks and the Borrower (which consent of the Administrative Agent and the LC Issuing Banks shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection ‎(b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no in the aggregate exceed the unsubscribed amount of the Increased Commitments, and the increases in the Commitments of the existing Lender Lenders and the Commitments of the Additional Lenders made pursuant to this subsection ‎(b) shall have any obligation be on the same terms (including upfront fees) as were offered to increase its Commitmentthe applicable Lenders pursuant to ‎Section 2.15(a) or on terms more advantageous to the Borrower. (c) [Reserved]. (d) Any increase in the Commitments pursuant to this Section 2.04 ‎Section 2.15 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(a‎Article 3 shall be true; (ii) immediately before and (b) would be satisfied with respect after giving effect to a Borrowing on the date of such increase, no Default shall have occurred and be continuing; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to ‎Section 2.15(a) shall not exceed $2,000,000,000500,000,000; provided that the aggregate amount of all increases in Tranche B Commitments made pursuant to Section 2.15(a) shall not exceed $37,500,000. (de) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 ‎Section 2.15 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate or other organizational authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iiirequest. This Section 2.15(e) a certificate of a Responsible Officer of each Obligor stating that shall supersede anything to the conditions set forth contrary in subsection (c) above have been satisfiedSection 9.02(b). (ef) Upon (i) any increase in the aggregate amount of the Tranche A Commitments pursuant to this Section 2.04 ‎Section 2.15 that is not pro rata among all Tranche A Lenders, (x) within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Eurodollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in ‎Article 4, the Borrower shall re-borrow Tranche A Loans from the Tranche A Lenders in proportion to their respective Tranche A Commitments after giving effect to such increase, until such time any as all outstanding Tranche A Loans are outstandingheld by the Tranche A Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, the percentage of proportion its respective Tranche A Commitment bears to the aggregate outstanding Loans held by each Lender is equal Tranche A Commitments after giving effect to its percentage of such increase and (ii) any increase in the aggregate amount of the Tranche B Commitments pursuant to this Section 2.15 that is not pro rata among all Tranche B Lenders’ Commitments, within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Eurodollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in ‎Article 4, the Borrower shall re-borrow Tranche B Loans from the Tranche B Lenders in proportion to their respective Tranche B Commitments after giving effect to such increase, until such time as all outstanding Tranche B Loans are held by the Tranche B Lenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time (but no more than two times), the Borrower Company may, upon at least seven 15 Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Company and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. Any Lender not responding within 15 days of receipt of such notice shall be deemed to have declined to increase its Commitment. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may Company may, within 10 days of the Lenders’ response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Company which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no . The sum of the increases in the Commitments of the existing Lender Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall have any obligation to increase its Commitmentnot in the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 2.19 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.19 shall not exceed $2,000,000,000100,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.19 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.19, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of Committed Fixed Rate Loans then outstanding, the Borrower shall prepay or repay such Loans in their entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Committed Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date and provided no Default has occurred and is continuing, the Borrower may, upon at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 60,000,000 (the amount of any such increase, the “"INCREASED COMMITMENTS"). Each Lender party, to this Agreement at such time shall have the right (but not the obligation), for a period of 5 Domestic Business Days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments”)Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section 2.18, the Borrower may designate another Lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing LenderLender that, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”"ADDITIONAL LENDER"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time Following the Effective Date, the Borrower may, upon at least seven Business Days’ notice from time to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders)time, increase the aggregate amount of the Commitments by an in accordance with this Section. The aggregate principal amount not less than $25,000,000 of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the “Increased Commitments”). ) shall not exceed $250,000,000. Borrower shall provide at least 30 days’ notice to the Administrative Agent (bor such shorter prior notice as the Administrative Agent may agree to accept) To effect such an increase, of any request to increase the Commitments. The Borrower may designate any Lender (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.24 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 200,000,000 (the amount of any such increase, the “"Increased Commitments”"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower's request for an increase shall be deemed a rejection of the Borrower's request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender's response (or deemed response), designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 2.15 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 3 shall be true; (ii) immediately before and (b) would be satisfied with respect after giving effect to a Borrowing on the date of such increase, no Default shall have occurred and be continuing; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.15 shall not exceed $2,000,000,000200,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 that is not pro rata among all Lenders, (x) within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Eurodollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments after giving effect to such increase, until such time any as all outstanding Committed Loans are outstandingheld by the Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, the percentage of proportion its respective Commitment bears to the aggregate outstanding Loans held by each Lender is equal Commitments after giving effect to its percentage of the aggregate amount of the Lenders’ Commitmentssuch increase.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven 10 Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments Total Revolving Loan Commitment by an amount not less than to exceed $25,000,000 120,000,000 in the aggregate for all such increases (the amount of any such increase, the “Increased Revolving Loan Commitments”). (b) To effect such an increase, the in minimum increments of $5,000,000. The Borrower may may, in its sole discretion, designate one or more of the existing Lenders or other financial institutions reasonably acceptable satisfactory to the Administrative Agent Agent, the Swingline Lender, each Issuing Lender and the Borrower, which at the time agree agree, in such Person’s sole discretion, to (i) in the case of any such lender Person that is an existing Lender, increase its Revolving Loan Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Revolving Loan Commitments of the existing Lenders pursuant to this subsection (a) plus the Revolving Loan Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the requested amount of such Increased Revolving Loan Commitments. (cb) Any increase in the Revolving Loan Commitments pursuant to this Section 2.04 1.14 shall be subject to satisfaction of the following conditions: (i) at the time of each such increase and also after giving effect to thereto, there shall exist no Default or Event of Default; (ii) at the time of each such increaseincrease and also after giving effect thereto, all representations and warranties contained herein and in the conditions contained other Credit Documents shall be true and correct in Sections 4.02(a) all material respects with the same effect as though such representations and (b) would be satisfied with respect to a Borrowing warranties had been made on the date of such increase; andincrease (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date); (iiiii) at the time of each such increase and also after giving effect thereto, the Borrower shall have made calculations with respect to the financial covenants in Sections 9.08 and 9.09 for the respective Calculation Period on a Pro Forma Basis as if such increase occurred on the first day of such Calculation Period and assuming that the full amount of such Increased Revolving Loan Commitments had been drawn, and such calculations shall show that such financial covenants would have been complied with as of the last day of such Calculation Period; (iv) after giving effect to such increase, the aggregate amount of all increases in Revolving Loan Commitments made pursuant to this Section 1.14 shall not exceed $2,000,000,000120,000,000; (v) the Increased Revolving Loan Commitments pursuant to such increase shall have the same guarantees as the existing Revolving Loan Commitments and shall be secured on a pari passu basis by the Collateral; and (vi) the Borrower shall have delivered to the Administrative Agent a certificate executed by one of its Authorized Officers certifying compliance with the requirements of preceding clauses (i) through (v) inclusive and containing the calculations (in reasonable detail) required by preceding clauses (iii) and (iv). (dc) An increase in the aggregate amount of the Commitments Total Revolving Loan Commitment pursuant to this Section 2.04 1.14 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent (an “Incremental Commitment Agreement”) signed by the ObligorsBorrower, by each Additional Lender and Lender, by each other Lender whose Revolving Loan Commitment is to be increasedincreased and by the Administrative Agent, setting forth the new Revolving Loan Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Revolving Loan Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Revolving Loan Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments Total Revolving Loan Commitment pursuant to this Section 2.04 1.14 that is not pro rata among all Lenders, at any the end of the then current Interest Period with respect thereto, the Borrower shall prepay all outstanding Revolving Loans in their entirety, together with accrued and unpaid interest, fees and other amounts (including all amounts owing, if any, pursuant to Section 1.11) and, to the extent the Borrower elects to do so and subject to the conditions specified in Section 6, the Borrower shall reborrow Revolving Loans from the Lenders in proportion to their respective Revolving Loan Commitments after giving effect to such increase, until such time any as all outstanding Revolving Loans are outstandingheld by the Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, proportion its respective Revolving Loan Commitment bears to the percentage of the aggregate outstanding Loans held by each Lender is equal Total Revolving Loan Commitment after giving effect to its percentage of the aggregate amount of the Lenders’ Commitmentssuch increase.

Increased Commitments; Additional Lenders. (a) From Provided there exists no Default or Event of Default, from time to time following the Borrower Effective Date, the Borrowers may, upon at least seven Business Days’ notice from time to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders)time, increase the aggregate amount of the Overall Commitments by an in accordance with this Section (and any such increase may be in one or more Currencies). The aggregate principal amount not less than $25,000,000 of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the “Increased Commitments”). (b) To effect shall not exceed the equivalent, determined as of the date of such an increase, of US$500,000,000. The Borrowers may request that any such increase consist of increases to the Borrower Aggregate Revolving Commitments, the Aggregate Term A Loan Commitments or the Aggregate Term B Loan Commitments or a combination thereof. The Borrowers shall provide at least 30 days’ notice to the Administrative Agent (or such shorter prior notice as the Administrative Agent may agree to accept) of any request to increase the Commitments. The Borrowers may designate any Lender (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person that qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (a) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Overall Commitments pursuant to this Section 2.04 2.24 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments, such reaffirmations of the Loan Documents, such opinions of counsel to the Loan Parties with respect to the Increased Commitments and such opinions of counsel for the Obligors with respect to the Increased Commitments other assurances, certificates, documents or consents as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven thirty Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than up to $25,000,000 500,000,000 in the aggregate for all increases made pursuant to this Section 2.19 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of (x) the existing Lenders or (y) other financial institutions reasonably acceptable to the Administrative Agent Agent, the Issuing Lenders and the Swing Line Lenders, in each case, which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment (an “Increasing Lender”) and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 2.19 shall be subject to the satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date first sentence of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000Section 3.02(a). (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.19 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon On the effective date of any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.19, (i) each Additional Lender immediately prior shall pay to such increase will automatically and without further act be deemed the Administrative Agent an amount equal to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage pro rata share of the aggregate outstanding Loans held by each (and funded participations, if any, in Letters of Credit and Swing Line Loans) and (ii) any Increasing Lender is whose Commitment has been increased shall pay to the Administrative Agent an amount equal to the increase in its percentage pro rata share of the aggregate outstanding Committed Loans (and funded participations as above), in each case such payments shall be for the account of each other Lender. Upon receipt of such amount by the Administrative Agent, (A) each other Lender shall be deemed to have ratably assigned that portion of its outstanding Committed Loans (and funded participations, if any, in Letters of Credit and Swing Line Loans) that is being reduced to the Additional Lenders and the Increasing Lenders in accordance with such Lender’s new Commitment or the increased portion thereof as applicable, (B) the Administrative Agent shall promptly distribute to each other Lender its ratable share of the Lenders’ Commitmentsamounts received by the Administrative Agent pursuant to this paragraph and (C) the participations of the Lenders in outstanding Letters of Credit and Swing Line Loans shall be determined in accordance with their Commitments after giving effect to such increase.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments and the Other Commitments by an aggregate amount not less than to exceed $25,000,000 225,000,000 (the amount of any such increase, increase of the “Commitments being referred to as the "Increased Commitments”"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. Each Lender which fails to respond to any such request shall be conclusively deemed to have refused to consent to an increase in its Commitment. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.23 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven 30 Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than up to $25,000,000 500,000,000 in the aggregate for all increases made pursuant to this Section 2.19 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of (x) the existing Lenders or (y) other financial institutions reasonably acceptable to the Administrative Agent and the Swing Line Lenders, in each case, which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment (an “Increasing Lender”) and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 2.19 shall be subject to the satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date first sentence of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000Section 3.02(a). (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.19 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon On the effective date of any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.19, (i) each Additional Lender immediately prior shall pay to such increase will automatically and without further act be deemed the Administrative Agent an amount equal to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage pro rata share of the aggregate outstanding Loans held by each (and funded participations, if any, in Swing Line Loans) and (ii) any Increasing Lender is whose Commitment has been increased shall pay to the Administrative Agent an amount equal to the increase in its percentage pro rata share of the aggregate outstanding Committed Loans (and funded participations as above), in each case such payments shall be for the account of each other Lender. Upon receipt of such amount by the Administrative Agent, (A) each other Lender shall be deemed to have ratably assigned that portion of its outstanding Committed Loans (and funded participations, if any, in Swing Line Loans) that is being reduced to the Additional Lenders and the Increasing Lenders in accordance with such Lender’s new Commitment or the increased portion thereof as applicable, (B) the Administrative Agent shall promptly distribute to each other Lender its ratable share of the Lenders’ Commitmentsamounts received by the Administrative Agent pursuant to this paragraph and (C) the participations of the Lenders in outstanding Swing Line Loans shall be determined in accordance with their Commitments after giving effect to such increase.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven 10 Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to (x) increase the aggregate amount of the Commitments by an amount not less than $25,000,000 Total Revolving Loan Commitment hereunder (the amount of any such increase, the “Increased Revolving Loan Commitments”, and the loans made pursuant thereto, the “Increased Revolving Loans”) and/or (y) add one or more (but no more than five) additional term facilities hereunder (the amount of any such facility, the “Increased Term Loan Commitments”, and the loans made pursuant thereto, the “Increased Term Loans”; the Increased Revolving Loan Commitments together with the Increased Term Commitments, the “Increased Commitments”). (b) To effect such an increase, the in each case in minimum increments of $5,000,000. The Borrower may may, in its sole discretion, designate one or more of the existing Lenders or other financial institutions Eligible Transferees reasonably acceptable satisfactory to the Administrative Agent and the Borrower (and, in the case of any Increased Revolving Loan Commitment, the Swingline Lender and each Issuing Lender), which at the time agree agree, in such Person’s sole discretion, to (i) in the case of any such lender Person that is an existing Revolving Lender, increase its Revolving Loan Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Revolving Lender and/or Term Lender, as the case may be. The sum of the increases in the Revolving Loan Commitments of the existing Lenders pursuant to this subsection (a) plus the Revolving Loan Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender in the aggregate exceed the requested amount of such Increased Revolving Loan Commitments. The Term Loan Commitments of the Additional Lenders shall have any obligation to increase its Commitmentnot in the aggregate exceed the requested amount of such Increased Term Loan Commitments. (cb) Any increase in the Increased Commitments incurred pursuant to this Section 2.04 1.14 shall be subject to satisfaction of the following conditions: (i) at the time of the effectiveness of such Increased Commitments and also after giving effect to thereto, there shall exist no Default or Event of Default; (ii) at the time of the effectiveness of such increaseIncreased Commitments and also after giving effect thereto, all representations and warranties contained herein and in the conditions contained other Credit Documents shall be true and correct in Sections 4.02(a) all material respects with the same effect as though such representations and (b) would be satisfied with respect to a Borrowing warranties had been made on the date of such increase; andincrease (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date); (iiiii) at the time of the effectiveness of such Increased Commitments, the Borrower shall have made calculations with respect to the financial covenants in Sections 9.08 and 9.09 for the respective Calculation Period on a Pro Forma Basis as if such Increased Commitments occurred on the first day of such Calculation Period and assuming that the full amount of such Increased Commitments had been drawn, and such calculations shall show that such financial covenants would have been complied with as of the last day of such Calculation Period; (iv) after giving effect to such increaseIncreased Commitments, the aggregate amount of all Increased Commitments made pursuant to this Section 1.14 shall not exceed $2,000,000,000200,000,000; (v) the Increased Commitments shall have the same guarantees as the existing Commitments and Loans; (vi) the Term Loans made pursuant to any Increased Term Loan Commitment shall have terms identical to the existing Term Loans (including, for the avoidance of doubt, with respect to maturity date and interest rate margins, but excluding any upfront fees or original issue discount); and (vii) the Borrower shall deliver to the Administrative Agent a certificate executed by one of its Authorized Officers certifying compliance with the requirements of preceding clauses (i) through (v) inclusive or clauses (i) through (vi) inclusive, as applicable, and containing the calculations (in reasonable detail) required by preceding clauses (iii) and (iv). (dc) An increase in the aggregate amount of the Commitments Total Revolving Loan Commitment pursuant to this Section 2.04 1.14 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent (an “Incremental Revolving Commitment Agreement”) signed by the ObligorsBorrower, by each Additional Lender and providing an Increased Revolving Commitment, by each other Lender whose Revolving Loan Commitment is to be increasedincreased and by the Administrative Agent, setting forth the new Revolving Loan Commitments of such Lenders and setting forth the agreement of each such Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Revolving Loan Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Revolving Loan Commitments as the Administrative Agent may reasonably request request. (d) An Increased Term Loan Commitment pursuant to this Section 1.14 shall become effective upon the receipt by the Administrative Agent of an agreement in form and substance reasonably satisfactory to the Administrative Agent (iiian “Incremental Term Commitment Agreement”) a certificate signed by the Borrower, by each Additional Lender providing an Increased Term Commitment and by the Administrative Agent, setting forth the Increased Term Loan Commitments of a Responsible Officer such Lenders and setting forth the agreement of each Obligor stating that such Additional Term Lender to become a party to this Agreement and to be bound by all the conditions set forth in subsection (c) above have been satisfiedterms and provisions hereof, together with such evidence of appropriate corporate authorization on the part of the Borrower with respect to the Increased Term Loan Commitments and such opinions of counsel for the Borrower with respect to the Increased Term Loan Commitments as the Administrative Agent may reasonably request. (e) Any Incremental Commitment Agreement may, without consent of any other Lender, effect such amendments to this Agreement and the other Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 1.14, including any amendments necessary to establish the Increased Term Loans and/or Increased Term Commitments as a new Class or tranche of Term Loans and such other technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Class or tranche, in each case on terms consistent with this Section 1.14. (f) Upon any increase in the aggregate amount of the Commitments Total Revolving Loan Commitment pursuant to this Section 2.04 1.14 that is not pro rata among all Revolving Lenders, at any the end of the then current Interest Period with respect thereto, the Borrower shall prepay all outstanding Revolving Loans in their entirety, together with accrued and unpaid interest, fees and other amounts (including all amounts owing, if any, pursuant to Section 1.11) and, to the extent the Borrower elects to do so and subject to the conditions specified in Section 6, the Borrower shall reborrow Revolving Loans from the Revolving Lenders in proportion to their respective Revolving Loan Commitments after giving effect to such increase, until such time any as all outstanding Revolving Loans are outstandingheld by the Revolving Lenders in such proportion. Effective upon such increase, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion the amount of the Increased Commitments a portion participations held by each Revolving Lender in each Letter of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Revolving Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, proportion its respective Revolving Loan Commitment bears to the percentage of the aggregate outstanding Loans held by each Lender is equal Total Revolving Loan Commitment after giving effect to its percentage of the aggregate amount of the Lenders’ Commitmentssuch increase.

Increased Commitments; Additional Lenders. (a) From time No more than once per year from the Second Amended and Restated (i) the Borrower's Long-Term Debt ratings from Xxxxx'x and S&P are better than or equal to time Baa2 and BBB, respectively; (ii) the representations and warranties of the Borrower maycontained in Article IV are correct on and as of the date of such increase, upon at least seven Business Days’ notice before and after giving effect to such increase, as though made on and as of such date, except to the Administrative Agent (extent that any such representation or warranty expressly relates only to an earlier date, in which shall promptly provide a copy case they were correct as of such notice to earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing ; (iv) on the Lenders)date of such increase, increase (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) and all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender's Commitment shall exceed 50% of the aggregate amount of the Commitments. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments by an amount not less than $25,000,000 (as its then Commitment bears to the amount of any such increase, the “Increased Commitments”)aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time (but no more than three times) prior to the Revolver Termination Date the Borrower may, upon at least seven five Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Eligible Assignees which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”)Person, become a party to this Agreement with a Commitment of not less than $10,000,0005,000,000; it being understood that provided that, for the avoidance of doubt, no existing Lender shall have any obligation be required to increase its CommitmentCommitment pursuant to this Section 2.17. (c) Any increase in the Commitments pursuant to this Section 2.04 2.17 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.17 shall not exceed $2,000,000,000250,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor the Borrower stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.17, within five Domestic Business Days, in the case of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of Euro-Dollar Loans then outstanding, the Borrower shall prepay or repay such Loans in their entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion. (f) [reserved].

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date (but not more than twice in any calendar year), the Borrower may, from time to time, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount which (i) is a multiple of $10,000,000 and (ii) when combined with the aggregate amount by which the Commitments have theretofore been increased pursuant to this Section 2.18, does not less than exceed $25,000,000 100,000,000 (the amount of any such increase, the “Increased Commitments”); provided that no Default shall have occurred and be continuing. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. If a Lender does not respond to such notice within such period, such Lender shall be deemed to have elected not to increase its Commitment pursuant to this Section 2.18 at such time. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 30 days of the Lender’s response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent (such acceptance not to be unreasonably withheld or delayed), the Issuing Banks and the Borrower which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.18 that is not pro rata among all Lenders, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of any time any Group of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of any Group of Euro-Dollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Committed Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 200,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower’s request for an increase shall be deemed a rejection of the Borrower’s request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response (or deemed response), designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase the increases in the Commitments of the existing Lenders pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and subsection (b) would be satisfied with respect to a Borrowing on plus the date Commitments of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments Additional Lenders shall not exceed $2,000,000,000. (d) An increase in the aggregate exceed the unsubscribed amount of the Commitments pursuant to this Section 2.04 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors with respect to the Increased Commitments and such opinions of counsel for the Obligors with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, and the percentage increases in the Commitments of the aggregate outstanding Loans held by each Lender is equal to its percentage existing Lenders and the Commitments of the aggregate amount of Additional Lenders made pursuant to this subsection (b) shall be on the Lenders’ Commitmentssame terms (including upfront fees) as were offered to the Lenders pursuant to Section 2.15(a) or on terms more advantageous to the Borrower.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date provided no Default exists, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 400,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (x) within five Domestic Business Days, in the case of any time any Loans are ABR Borrowing then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion (y) at the end of the Increased then current Interest Period with respect thereto, in the case of any Eurodollar Borrowing then outstanding, the Borrower shall prepay such Borrowing in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4 the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than up to $25,000,000 500,000,000 in the aggregate for all increases made pursuant to this ‎Section 2.16 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of (x) the existing Lenders or (y) other financial institutions reasonably acceptable to the Administrative Agent Agent, in each case, which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment (an “Increasing Lender”) and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 ‎Section 2.16 shall be subject to the satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date first sentence of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000‎Section 3.02(a). (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 ‎Section 2.16 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, hereof and (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon On the effective date of any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding‎‎Section 2.16, (i) each Additional Lender immediately prior shall pay to such increase will automatically and without further act be deemed the Administrative Agent an amount equal to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage pro rata share of the aggregate outstanding Loans held by each and (ii) any Increasing Lender is whose Commitment has been increased shall pay to the Administrative Agent an amount equal to the increase in its percentage pro rata share of the aggregate outstanding Committed Loans, in each case such payments shall be for the account of each other Lender. Upon receipt of such amount by the Administrative Agent, (A) each other Lender shall be deemed to have ratably assigned that portion of its outstanding Committed Loans that is being reduced to the Additional Lenders and the Increasing Lenders in accordance with such Lender’s new Commitment or the increased portion thereof as applicable and (B) the Administrative Agent shall promptly distribute to each other Lender its ratable share of the Lenders’ Commitmentsamounts received by the Administrative Agent pursuant to this paragraph.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 500,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower’s request for an increase shall be deemed a rejection of the Borrower’s request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response (or deemed response), designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent, the LC Issuing Banks and the Borrower (which consent of the Administrative Agent and the LC Issuing Banks shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no in the aggregate exceed the unsubscribed amount of the Increased Commitments, and the increases in the Commitments of the existing Lender Lenders and the Commitments of the Additional Lenders made pursuant to this subsection (b) shall have any obligation be on the same terms (including upfront fees) as were offered to increase its Commitmentthe Lenders pursuant to Section 2.15(a) or on terms more advantageous to the Borrower. (c) [Reserved]. (d) Any increase in the Commitments pursuant to this Section 2.04 2.15 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 3 shall be true; (ii) immediately before and (b) would be satisfied with respect after giving effect to a Borrowing on the date of such increase, no Default shall have occurred and be continuing; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to Section 2.15(a) shall not exceed $2,000,000,000500,000,000. (de) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate or other organizational authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iiirequest. This Section 2.15(e) a certificate of a Responsible Officer of each Obligor stating that shall supersede anything to the conditions set forth contrary in subsection (c) above have been satisfiedSection 9.02(b). (ef) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 that is not pro rata among all Lenders, (x) within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Eurodollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4, the Borrower shall re-borrow Loans from the Lenders in proportion to their respective Commitments after giving effect to such increase, until such time any as all outstanding Loans are outstandingheld by the Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, the percentage of proportion its respective Commitment bears to the aggregate outstanding Loans held by each Lender is equal Commitments after giving effect to its percentage of the aggregate amount of the Lenders’ Commitmentssuch increase.

Increased Commitments; Additional Lenders. (a) From At any time and from time to time time, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an aggregate amount which does not less than result in the Commitments, when aggregated with the principal amount of Borrower's then existing senior short term bank credit facilities, being in excess of $25,000,000 4,125,000,000 (the amount of any such increase, increase of the “Commitments being referred to as the "Increased Commitments”"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. Each Lender which fails to respond to any such request shall be conclusively deemed to have refused to consent to an increase in its Commitment. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.23 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments of any Class by an amount not less than to exceed $25,000,000 75,000,000 in the aggregate for all Classes (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment of the applicable Class by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment of such Class bears to the aggregate Commitments of such Class then existing. (b) To effect If any Lender party to this Agreement having a Commitment of the applicable Class shall not elect to increase its Commitment of such an increaseClass pursuant to subsection (a) of this Section, the Borrower may designate another bank or other banks (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender bank that is an existing LenderLender having a Commitment of the applicable Class, increase its Commitment of such Class and (ii) in the case of any other such lender bank (an “Additional Lender”), become a party to this Agreement with and/or assume a Commitment of such Class hereunder. The sum of the increases in the Commitments of such Class of the existing Lenders pursuant to this subsection (b) plus the Commitments of such Class of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments of any Class pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment of such Class is to be increased, setting forth the new Commitments of such Class of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereofand/or assume a Commitment of such Class hereunder, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments of any Class pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders having Commitments of such Class, (i) solely in the case of such an increase in the Old Commitments, the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) in the case of any time such increase, within five Domestic Business Days, in the case of any Group of Base Rate Loans are of such Class then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of any Group of Euro-Dollar Loans of such Class then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Committed Loans of such Class from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, Class after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage until such time as all outstanding Committed Loans of the aggregate outstanding Loans such Class are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From At any time and from time to time time, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of or such shorter prior notice as the Administrative Agent may agree to the Lendersaccept), propose to increase the aggregate amount of the Commitments by an aggregate amount which does not less than result in the Commitments being in excess of $25,000,000 2,500,000,000 (the amount of any such increase, increase of the Commitments being referred to as the “Increased Commitments”). If the Borrower elects to increase the Commitments pursuant to this Section 2.21, any such increase shall be allocated, at the sole discretion of the Borrower, between the aggregate amount of the Revolving Commitments and aggregate amount of the Term Loans or Term Loan Commitments. For the avoidance of doubt, no Lender shall be obligated to increase its Revolving Commitments or Term Loan Commitments. (b) To effect such an increase, the The Borrower may designate any Lender party to this Agreement (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders), which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment Commitments and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.21 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is Commitments are to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such new Notes as may be required and evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Tranche A Lenders or the Tranche B Lenders, as appropriate), propose to increase the aggregate amount of the Commitments by an amount not less to exceed $500,000,000; provided that the aggregate amount of the Tranche B Commitments shall not be increased by greater than $25,000,000 37,500,000 (the amount of any such increase, the “Increased Commitments”). Each Tranche A Lender (or, solely in the case of an Increased Commitment in respect of the Tranche B Commitments, each Tranche B Lender) party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Tranche A Commitment or Tranche B Commitment, as applicable, by a principal amount which bears the same ratio to the Increased Commitments as its then-effective Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower’s request for an increase shall be deemed a rejection of the Borrower’s request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response (or deemed response), designate one or more of the applicable existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent, the LC Issuing Banks and the Borrower (which consent of the Administrative Agent and the LC Issuing Banks shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no in the aggregate exceed the unsubscribed amount of the Increased Commitments, and the increases in the Commitments of the existing Lender Lenders and the Commitments of the Additional Lenders made pursuant to this subsection (b) shall have any obligation be on the same terms (including upfront fees) as were offered to increase its Commitmentthe applicable Lenders pursuant to Section 2.15(a) or on terms more advantageous to the Borrower. (c) [Reserved]. (d) Any increase in the Commitments pursuant to this Section 2.04 2.15 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 3 shall be true; (ii) immediately before and (b) would be satisfied with respect after giving effect to a Borrowing on the date of such increase, no Default shall have occurred and be continuing; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to Section 2.15(a) shall not exceed $2,000,000,000500,000,000; provided that the aggregate amount of all increases in Tranche B Commitments made pursuant to Section 2.15(a) shall not exceed $37,500,000. (de) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate or other organizational authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iiirequest. This Section 2.15(e) a certificate of a Responsible Officer of each Obligor stating that shall supersede anything to the conditions set forth contrary in subsection (c) above have been satisfiedSection 9.02(b). (ef) Upon (i) any increase in the aggregate amount of the Tranche A Commitments pursuant to this Section 2.04 2.15 that is not pro rata among all Tranche A Lenders, (x) within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of EurodollarTerm Benchmark Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4, the Borrower shall re-borrow Tranche A Loans from the Tranche A Lenders in proportion to their respective Tranche A Commitments after giving effect to such increase, until such time any as all outstanding Tranche A Loans are outstandingheld by the Tranche A Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, the percentage of proportion its respective Tranche A Commitment bears to the aggregate outstanding Loans held by each Lender is equal Tranche A Commitments after giving effect to its percentage of such increase and (ii) any increase in the aggregate amount of the Tranche B Commitments pursuant to this Section 2.15 that is not pro rata among all Tranche B Lenders’ Commitments, within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of EurodollarTerm Benchmark Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4, the Borrower shall re-borrow Tranche B Loans from the Tranche B Lenders in proportion to their respective Tranche B Commitments after giving effect to such increase, until such time as all outstanding Tranche B Loans are held by the Tranche B Lenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven thirty Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than up to $25,000,000 500,000,000 in the aggregate for all increases made pursuant to this Section 2.19 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of (x) the existing Lenders or (y) other financial institutions reasonably acceptable to the Administrative Agent Agent, the Issuing Lenders and the Swing Line Lenders, in each case, which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment (an “Increasing Lender”) and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment. (c) Any increase in the Commitments pursuant to this Section 2.04 2.19 shall be subject to the satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date first sentence of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000Section 3.02(a). (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.19 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon On the effective date of any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.19, (i) each Additional Lender immediately prior shall pay to such increase will automatically and without further act be deemed the Administrative Agent an amount equal to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage pro rata share of the aggregate outstanding Loans held by each (and funded participations, if any, in Letters of Credit and Swing Line Loans) and (ii) any Increasing Lender is whose Commitment has been increased shall pay to the Administrative Agent an amount equal to the increase in its percentage pro rata share of the aggregate outstanding Committed Loans (and funded participations as above), in each case such payments shall be for the account of each other Lender. Upon receipt of such amount by the Administrative Agent, (A) each other Lender shall be deemed to have ratably assigned that portion of its outstanding Committed Loans (and funded participations, if any, in Letters of Credit and Swing Line Loans) that is being reduced to the Additional Lenders and the Increasing Lenders in accordance with such Lender’s new Commitment or the increased portion thereof as applicable, (B) the Administrative Agent shall promptly distribute to each other Lender its ratable share of the Lenders’ Commitmentsamounts received by the Administrative Agent pursuant to this paragraph and (C) the participations of the Lenders in outstanding Letters of Credit and Swing Line Loans shall be determined in accordance with their Commitments after giving effect to such increase.

Increased Commitments; Additional Lenders. (a) From time Notwithstanding anything contained in Section 8.01, on any Business Day subsequent to time the Commitment Termination Date, the Borrower may, upon at least seven Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “"Increased Commitments”"); provided that the sum of the Commitments and the Increased Commitments shall not exceed $200,000,000 in the aggregate. (b) To effect such an increase, the The Borrower may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders, but which shall be an Eligible Assignee), which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its CommitmentAgreement. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.19 shall become effective (the "Increase Effective Date") upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, together with the certificate referred to in clause (iid) below, such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request request. (d) As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate dated as of the Increase Effective Date (in sufficient copies for each Lender) signed by an authorized Officer of Borrower (i) certifying and attaching the resolutions adopted by Borrower approving or consenting to such increase, (ii) certifying that, before and after giving effect to such increase, the representations and warranties contained in Article IV and the other Loan Documents are true and correct on and as of the Increase Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (iii) a certificate of a Responsible Officer of each Obligor stating certifying that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstandingno event has occurred and is continuing, each Lender immediately prior to or would result from such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage which constitutes an Event of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.Default or a Potential

Increased Commitments; Additional Lenders. (a) From time to time after the Borrower Closing Date, the Company may, upon at least seven Business Daysthree (3) days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Agent, each Issuing Bank and the Swingline Lender which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that . For the avoidance of doubt, existing Lenders are under no existing Lender shall have any obligation to increase its Commitmentcommit to any Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 2.21 shall be subject to satisfaction of the following conditions: (i) at the time of and immediately after giving effect to such increase, all representations and warranties of the conditions Company contained in Sections 4.02(aArticle III shall be true and correct in all material respects (except to the extent qualified by materiality, Material Adverse Effect or a similar qualifier, in which case it shall be true and correct in all respects, and except to the extent that any such representation and warranty expressly relates to an earlier date, in which case such representation and warranty shall be true and correct in all material respects as of such earlier date); (ii) and (b) would be satisfied with respect to a Borrowing on at the date time of such increase, no Default or Event of Default shall have occurred and be continuing or would result from such increase; (iii) the Company shall be in pro forma compliance with the financial covenant in Section 6.09; and (iiiv) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.21 shall not exceed $2,000,000,000500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.21 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate legal authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of outside counsel for the Obligors with respect Loan Parties addressed to the Increased Commitments as the Administrative Agent may reasonably request Additional Lenders (covering customary legal matters for an unsecured bank loan financing) and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.21, each Lender immediately prior to (i) the respective LC Exposure of the Lenders shall be redetermined as of the effective date of such increase will automatically and without further act be deemed in proportion to have assigned to each Lender providing a portion of the Increased their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment increase and (ii) the Increased Commitments, the percentage outstanding Loans shall be reallocated as of the aggregate effective date of such increase such that as of the date of such increase, all outstanding Loans held are funded by each Lender is equal the Lenders in proportion to its percentage of the aggregate amount of the Lenders’ Commitmentstheir respective Commitments after giving effect to such increase.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per year from the Borrower Effective Date, the Company may, upon at least seven Business Days’ thirty (30) days, notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $25,000,000, the total amount of all such increases not less than to exceed $25,000,000 50,000,000 (the amount of any such increase, the “"Increased Commitments”"); provided that at the time of and after giving effect to any increase in the Commitments (i) the Company's Long-Term Debt ratings from Xxxxx'x and S&P are better than or equal to Baa2 and BBB, respectively and (ii) no Event of Default or Potential Event of Default exists and is continuing. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Company and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower Company may designate another lender or other lenders reasonably acceptable to the Administrative Agent (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate or other authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date and provided no Default has occurred and is continuing, the Borrower may, upon at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 150,000,000 (the amount of any such increase, the “"Increased Commitments”"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another Lender or other Lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From Provided there exists no Default or Event of Default, from time to time following the Closing Date, Borrower and the Co-Borrowers may, upon at least seven Business Days’ notice from time to the Administrative Agent (which shall promptly provide a copy of such notice time, request one or more increases to the Lenders), increase the aggregate amount of the Commitments by an in accordance with this Section. The aggregate principal amount not less than $25,000,000 of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the “"Increased Commitments”). (b") To effect shall not exceed the equivalent, determined as of the date of such an increase, of $1,000,000,000. Borrower and the Co- W02-WEST:LAR\4000119853.8 Borrowers may request that any such increase consist of increases to the Revolving Commitment or the Term Commitment or a combination thereof. Borrower and the Co-Borrowers shall provide at least 7 days' notice to the Administrative Agent (or such shorter prior notice as the Administrative Agent may agree to accept) of any request to increase the Commitments. Borrower and the Co-Borrowers may designate any Lender (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person that qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment Pro Rata Share of the Commitments and (ii) in the case of any other such lender Person (an “"Additional Lender”"), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its CommitmentAgreement. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.12 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by Borrower and the ObligorsCo-Borrowers, by each Additional Lender and by each other Lender whose Commitment share of the Commitments is to be increased, setting forth the new Pro Rata Share of the Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of Borrower and the Obligors Co-Borrowers with respect to the Increased Commitments, such reaffirmations of the Loan Documents, such opinions of counsel to Borrower and the Co-Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors with respect to the Increased Commitments other assurances, certificates, documents or consents as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.request. W02-WEST:LAR\4000119853.8

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than to exceed $25,000,000 200,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. The failure of a Lender to respond to the Borrower’s request for an increase shall be deemed a rejection of the Borrower’s request by such Lender. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response (or deemed response), designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not in the aggregate exceed the unsubscribed amount of the Increased Commitments, and the increases in the Commitments of the existing Lenders and the Commitments of the Additional Lenders made pursuant to this subsection (b) shall be on the same terms (including upfront fees) as were offered to the Lenders pursuant to Section 2.15(a) or on terms more advantageous to the Borrower. (c) From time to time subsequent to the Effective Date, the Borrower may, upon at least 10 days’ notice to the Administrative Agent, increase the aggregate amount of the Commitments by an amount not to exceed the aggregate principal amount of the Commitment of Woodlands Commercial Bank terminated on the Effective Date (the amount of any such increase, the “Replacement Commitments”) (each such increase to be in an aggregate amount that is an integral multiple of $500,000 and not less than $10,000,000; it being understood 5,000,000) by designating one or more of the existing Lenders or other financial institutions acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld or delayed) which at the time agree to (i) in the case of any such Person that no is an existing Lender shall have any obligation to Lender, increase its CommitmentCommitment and (ii) in the case of an Additional Lender, become a party to this Agreement. (cd) Any increase in the Commitments pursuant to this Section 2.04 2.15 shall be subject to satisfaction of the following conditions: (i) immediately before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 3 shall be true; (ii) immediately before and (b) would be satisfied with respect after giving effect to a Borrowing on the date of such increase, no Default shall have occurred and be continuing; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to Section 2.15(a) shall not exceed $2,000,000,000200,000,000 and the aggregate amount of all increases made pursuant to Section 2.15(c) shall not exceed the aggregate principal amount of the commitment of Woodlands Commercial Bank terminated on the Effective Date. (de) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments or Replacement Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments or Replacement Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ef) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.15 that is not pro rata among all Lenders, (x) within five Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of the then current Interest Period with respect thereto, in the case of any Group of Eurodollar Loans then outstanding, the Borrower shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4, the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments after giving effect to such increase, until such time any as all outstanding Loans are outstandingheld by the Lenders in such proportion and (y) effective upon such increase, the amount of the participations held by each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to in each Lender providing a portion Letter of the Increased Commitments a portion of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, the percentage of proportion its respective Commitment bears to the aggregate outstanding Loans held by each Lender is equal Commitments after giving effect to its percentage of the aggregate amount of the Lenders’ Commitmentssuch increase.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per year from the Effective Date, the Borrower may, upon at least seven Business Days’ thirty (30) days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $25,000,000, the total amount of all such increases not less than to exceed $25,000,000 250,000,000 (the amount of any such increase, the “Increased Commitments”); provided that at the time of and after giving effect to any increase in the Commitments (and the delivery of the applicable commitment increase notice shall constitute a representation and warranty by the Borrower that on the effective date of such increase such statements are true) (i) the Borrower’s Long-Term Debt ratings from two of (1) Xxxxx’x, (2) S&P, and (3) Fitch are better than or equal to Baa2, BBB or BBB respectively; (ii) the representations and warranties of the Borrower contained in Article IV are correct on and as of the date of such increase, before and after giving effect to such increase, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing; (iv) on the date of such increase, (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) and all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender’s Commitment shall exceed 50% of the aggregate amount of the Commitments. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and Additional Lenders on a revised Schedule II to this Agreement and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date provided no Default exists, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 400,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (x) within five Domestic Business Days, in the case of any time any Loans are ABR Borrowing then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion (y) at the end of the Increased then current Interest Period with respect thereto, in the case of any Eurodollar Borrowing then outstanding, the Borrower shall prepay such Borrowing in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4 the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal the Lenders in such proportion. This Section shall supersede any provision in Section 9.02 to its percentage of the aggregate amount of the Lenders’ Commitments.contrary. 36

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date provided no Default exists, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 300,000,000 (the amount of any such increase, the “Increased Commitments”). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender’s response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (x) within five Domestic Business Days, in the case of any time any Loans are ABR Borrowing then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion (y) at the end of the Increased then current Interest Period with respect thereto, in the case of any Eurodollar Borrowing then outstanding, the Borrower shall prepay such Borrowing in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4 the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower may, upon at least seven Business Daysfive (5) days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Revolving Lenders), increase the aggregate amount of the Aggregate Revolving Commitments by an amount not less than $25,000,000 12,500,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower may designate one or more of the existing Revolving Lenders or other financial institutions reasonably acceptable to the Administrative Agent Agent, the Swing Line Lender and the L/C Issuer which at the time agree to (i) in the case of any such lender Person that is an existing Revolving Lender, increase its Revolving Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Revolving Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment12,500,000. (c) Any increase in the Aggregate Revolving Commitments pursuant to this Section 2.04 2.14 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 6 shall be true and correct in all material respects; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in the Aggregate Revolving Commitments made pursuant to this Section 2.14 shall not exceed $2,000,000,00025,000,000. (d) An increase in the aggregate amount of the Aggregate Revolving Commitments pursuant to this Section 2.04 2.14 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Revolving Lender whose Revolving Commitment is to be increased, setting forth the new Revolving Commitments of such Revolving Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate legal authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate such evidence of a Responsible Officer the satisfaction of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedas the Administrative Agent may reasonably request. (e) Upon any increase in the aggregate amount of the Aggregate Revolving Commitments pursuant to this Section 2.04 at any time any Loans are outstanding2.14, each Lender immediately prior to (i) the Revolving Lenders’ Applicable Revolving Percentage of the L/C Obligations shall be redetermined as of the effective date of such increase will automatically and without further act be deemed in proportion to have assigned to each Lender providing a portion of the Increased their respective Revolving Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment increase and (ii) with respect to Revolving Loans then outstanding, within five (5) Business Days, in the Increased Commitmentscase of Base Rate Loans, and at the end of the then current Interest Period with respect thereto, in the case of Eurodollar Rate Loans, the percentage of Borrower shall prepay or repay such Revolving Loans in their entirety and, to the aggregate extent the Borrower elects to do so and subject to the conditions specified in Article 5, the Borrower shall reborrow Revolving Loans from the Revolving Lenders in proportion to their respective Revolving Commitments after giving effect to such increase, until such time as all outstanding Revolving Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsRevolving Lenders in such proportion.

Increased Commitments; Additional Lenders. (a) From Following the Effective Date, the Borrower may from time to time time, propose to increase the aggregate amount of the Commitments in accordance with this Section. The aggregate principal amount of the increases to the Commitments made pursuant to this Section (the amount of any such increase, the "Increased Commitments"), when aggregated with the principal amount of any increases to the Other Facilities made pursuant to Section 2.24 thereof, shall not exceed $500,000,000. Borrower may, upon shall provide at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders) of any requested Increased Commitments. Each Lender party to this Agreement at such time shall have the right (but not the obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate amount of Commitments then existing. No Lender which fails to respond shall be deemed to have elected to increase its Commitment in response to a notice by the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”)Borrower under this Section. (b) To effect such an increaseIf any Lender party to this Agreement elects not to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree agrees to (i) in the case of any such lender designated Lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.24 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 600,000,000 (the amount of any such increase, the “"INCREASED COMMITMENTS"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments”)Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender's response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”"ADDITIONAL LENDER"), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (x) within five Domestic Business Days, in the case of any time any Loans are ABR Borrowing then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion (y) at the end of the Increased then current Interest Period with respect thereto, in the case of any Eurodollar Borrowing then outstanding, the Borrower shall prepay such Borrowing in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4 the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time No more than once per 364 day period from the Second Amended and (i) the Borrower's Long-Term Debt ratings from Mxxxx'x and S&P are better than or equal to time Baa2 and BBB, respectively; (ii) the representations and warranties of the Borrower maycontained in Article IV are correct on and as of the date of such increase, upon at least seven Business Days’ notice before and after giving effect to such increase, as though made on and as of such date, except to the Administrative Agent (extent that any such representation or warranty expressly relates only to an earlier date, in which shall promptly provide a copy case they were correct as of such notice to earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing ; (iv) on the Lenders)date of such increase, increase (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender's Commitment shall exceed 50% of the aggregate amount of the Commitments. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments by an amount not less than $25,000,000 (as its then Commitment bears to the amount of any such increase, the “Increased Commitments”)aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per year from the Effective Date, the Borrower may, upon at least seven Business Days’ thirty (30) days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $25,000,000, the total amount of all such increases not less than to exceed $25,000,000 500,000,000 (the amount of any such increase, the “Increased Commitments”); provided that at the time of and after giving effect to any increase in the Commitments (and the delivery of the applicable commitment increase notice shall constitute a representation and warranty by the Borrower that on the effective date of such increase such statements are true) (i) the Borrower’s Long-Term Debt ratings from two of (1) Xxxxx’x, (2) S&P, and (3) Fitch are better than or equal to Baa3, BBB- or BBB- respectively; (ii) the representations and warranties of the Borrower contained in Article IV are correct on and as of the date of such increase, before and after giving effect to such increase, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing; (iv) on the date of such increase, (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) and all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender’s Commitment shall exceed 50% of the aggregate amount of the Commitments. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and Additional Lenders on a revised Schedule II to this Agreement and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time July 1, 2003, the Borrower may, upon at least seven Business Days’ 30 days notice to the Administrative Agent (which shall promptly provide a copy of or such shorter prior notice as the Administrative Agent may agree to the Lendersaccept), propose to increase the aggregate amount of the Commitments by to an amount not less than to exceed $25,000,000 3,000,000,000 (the amount of any such increase, increase of the Commitments being referred to as the “Increased Commitments”). (b) To effect such an increase, the The Borrower may designate any Lender party to this Agreement (with the consent of such Lender, which may be given or withheld in its sole discretion) or another Person which qualifies as an Eligible Assignee (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders), which at the time agree agrees to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.23 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Borrowers may, upon at least seven five Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Borrowers may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Eligible Assignees which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”)Person, become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment5,000,000. (c) Any increase in the Commitments pursuant to this Section 2.04 2.17 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.17 shall not exceed $2,000,000,000500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrowers with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor the Borrowers stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.17, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Business Days, in the case of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of Term SOFR Loans then outstanding, the Borrowers shall prepay or repay such Loans in their entirety and, to the extent the Borrowers elect to do so and subject to the conditions specified in Article 3, the Borrowers shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the Lenders in such proportion. (f) An increase in the aggregate amount of the Lenders’ Commitments pursuant to this Section 2.17 shall result in an increase to the Maximum Availability of each Borrower such that the ratio of (x) the Maximum Availability of each Borrower to the Commitments prior to the Increased Commitments is consistent with the ratio of (y) the Maximum Availability of each Borrower to the Commitments after the Increased Commitments.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Company may, upon at least seven five Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Company may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Agent, each Issuing Lender and the Company which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”), become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment5,000,000. (c) Any increase in the Commitments pursuant to this Section 2.04 2.21 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions (x) all representations and warranties contained in Sections 4.02(a) Article 4 not qualified as to materiality or by “Material Adverse Effect” shall be true in all material respects and (by) all representations and warranties contained in Article 4 qualified as to materiality or by “Material Adverse Effect” shall be true in all respects; (ii) at the time of such increase, no Default shall have occurred and be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,0002,750,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.21 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor the Company stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.21, (i) the respective Letter of Credit Liabilities and participations in outstanding in Swingline Loans are of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of Base Rate Loans then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of Committed Loans that are Fixed Rate Loans then outstanding, the Borrower shall prepay or repay such Loans in their entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 3, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Committed Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time the Borrower Borrowers may, upon at least seven five Domestic Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by an amount not less than $25,000,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Borrowers may designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Eligible Assignees which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “Additional Lender”)Person, become a party to this Agreement with a Commitment of not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitment5,000,000. (c) Any increase in the Commitments pursuant to this Section 2.04 2.17 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such increase, the conditions all representations and warranties contained in Sections 4.02(aArticle 4 shall be true; (ii) at the time of such increase, no Default shall have occurred and (b) be continuing or would be satisfied with respect to a Borrowing on the date of result from such increase; and (iiiii) after giving effect to such increase, the aggregate amount of all increases in Commitments made pursuant to this Section 2.17 shall not exceed $2,000,000,000500,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrowers with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor the Borrowers stating that the conditions set forth in subsection (c) above have been satisfied. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any 2.17, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such increase and (ii) within five Domestic Business Days, in the case of Base Rate Loans are then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion at the end of the Increased then current Interest Period with respect thereto, in the case of Euro-Dollar Loans then outstanding, the Borrowers shall prepay or repay such Loans in their entirety and, to the extent the Borrowers elect to do so and subject to the conditions specified in Article 3, the Borrowers shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Committed Loans are held by each Lender is equal to its percentage of the Lenders in such proportion. (f) An increase in the aggregate amount of the Lenders’ Commitments pursuant to this Section 2.17 shall result in an increase to the Maximum Availability of each Borrower such that the ratio of (x) the Maximum Availability of each Borrower to the Commitments prior to the Increased Commitments is consistent with the ratio of (y) the Maximum Availability of each Borrower to the Commitments after the Increased Commitments.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per 364 day period from the Borrower Effective Date, the Company may, upon at least seven Business Days’ thirty (30) days, notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $25,000,000, the total amount of all such increases not less than to exceed $25,000,000 50,000,000 (the amount of any such increase, the “"Increased Commitments”"); provided that at the time of and after giving effect to any increase in the Commitments (i) the Company's Long-Term Debt ratings from Xxxxx'x and S&P are better than or equal to Baa2 and BBB, respectively and (ii) no Event of Default or Potential Event of Default exists and is continuing. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Company and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower Company may designate another lender or other lenders reasonably acceptable to the Administrative Agent (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsCompany, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate or other authorization on the part of the Obligors Company with respect to the Increased Commitments and such opinions of counsel for the Obligors Company with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time Subsequent to time the Effective Date and provided that no Default or Event of Default has occurred and is continuing, the Borrower may, upon at least seven Business Days30 days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an amount not less than up to $25,000,000 200,000,000 (the amount of any such increase, the “Increased Commitments”). Such notice shall specify the amortization, if any, maturity, and pricing to be applicable to the loans funded under the Increased Commitments (the “Increased Loans”) and the other terms and conditions relevant thereto. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount of not less than $5,000,000. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section or shall elect to increase its Commitment but shall not increase its Commitment by the full amount of its pro rata share of the Increased Commitments, the Borrower may designate another bank or other banks (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender bank that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender bank (an “Additional Lender”), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase The terms and provisions of the Increased Loans and Increased Commitments shall be identical to the Loans and the Commitments, except as otherwise set forth herein or in the Commitments pursuant amendment to this Section 2.04 shall be subject to satisfaction of Agreement implementing the following conditions: Increased Commitments (the “Increased Amendment”). In any event (i) after giving effect the weighted average life to such increasematurity of all Increased Loans shall be no shorter than the weighted average life to maturity of the Loans, (ii) the conditions contained in Sections 4.02(a) applicable maturity date of the Incremental Loans shall be no shorter than the Termination Date, and (biii) would the rate of interest applicable to the Increased Loans shall not be satisfied greater than the highest interest rate that may, under any circumstances, be payable with respect to a Borrowing on Loans unless the date interest rate with respect to the Loans is increased so as to be not less than 25 basis points less than the interest rate applicable to the Increased Loans. Each Increased Amendment may, without the consent of any other Lenders, effect such increase; and (ii) after giving amendments to this Agreement and the other loan documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect to such increase, the aggregate amount provision of all Commitments shall not exceed $2,000,000,000this Section 2.11. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.11 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date provided no Default exists, the Borrower may, upon at least seven Business Days’ notice may propose to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 737,500,000 (the amount of any such increase, the “Increased Commitments”). (b) To effect such an increase, the Borrower Increased commitments may designate be provided by one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent, the Swing Line Lender and the Borrower (which consent of the Administrative Agent and the Swing Line Lender shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments Commitments, a consent to the increased commitments by each Guarantor and a reaffirmation of the Guaranty, and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon On the effective date of any increase in the aggregate amount Commitments, (i) each relevant increasing Lender and Additional Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the Commitments pursuant other Lenders, as being required in order to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such thatcause, after giving effect to each such deemed assignment increase and the Increased Commitmentsuse of such amounts to make payments to such other Lenders, the percentage each Lender’s portion of the aggregate outstanding Revolving Loans held by each Lender is of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (ii) the Borrower shall be deemed to its percentage have repaid and reborrowed all outstanding Revolving Loans as of the aggregate amount date of any increase in the Commitments (with such reborrowing to consist of the Lenders’ CommitmentsTypes of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each EurodollarTerm SOFR Loan, shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.13 if the deemed payment occurs other than on the last day of the related Interest Periods.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven Business Days’ 30 days' notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by to an aggregate amount not less than to exceed $25,000,000 850,000,000 (the amount of any such increase, the “"INCREASED COMMITMENTS"). Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of 15 days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments”)Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower may may, within 10 days of the Lender's response, designate one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent and the Borrower (which consent of the Administrative Agent shall not be unreasonably withheld) which at the time agree to (i) in the case of any such lender Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”"ADDITIONAL LENDER"), become a party to this Agreement with as a Commitment Lender. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.17 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the Obligors, Borrower by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement as a Lender and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (ed) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at 2.17 that is not pro rata among all Lenders, (x) within five Domestic Business Days, in the case of any time any Loans are ABR Borrowing then outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion (y) at the end of the Increased then current Interest Period with respect thereto, in the case of any Eurodollar Borrowing then outstanding, the Borrower shall prepay such Borrowing in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article 4 the Borrower shall reborrow Loans from the Lenders in proportion to their respective Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitmentsincrease, the percentage of the aggregate until such time as all outstanding Loans are held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ CommitmentsLenders in such proportion.

Increased Commitments; Additional Lenders. (a) From time to time subsequent to the Effective Date, the Borrower may, upon at least seven 10 Business Days’ notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to (x) increase the aggregate amount of the Commitments by an amount not less than $25,000,000 Total Revolving Loan Commitment hereunder (the amount of any such increase, the “Increased Revolving Loan Commitments”, and the loans made pursuant thereto, the “Increased Revolving Loans”) and/or (y) add one or more (but no more than five) additional term facilities hereunder (the amount of any such facility, the “Increased Term Loan Commitments”, and the loans made pursuant thereto, the “Increased Term Loans”; the Increased Revolving Loan Commitments together with the Increased Term Commitments, the “Increased Commitments”). (b) To effect such an increase, the in each case in minimum increments of $5,000,000. The Borrower may may, in its sole discretion, designate one or more of the existing Lenders or other financial institutions Eligible Transferees reasonably acceptable satisfactory to the Administrative Agent and the Borrower (and, in the case of any Increased Revolving Loan Commitment, the Swingline Lender and each Issuing Lender), which at the time agree agree, in such Person’s sole discretion, to (i) in the case of any such lender Person that is an existing Revolving Lender, increase its Revolving Loan Commitment and (ii) in the case of any other such lender Person (an “Additional Lender”), become a party to this Agreement with as a Commitment Revolving Lender and/or Term Lender, as the case may be. The sum of the increases in the Revolving Loan Commitments of the existing Lenders pursuant to this subsection (a) plus the Revolving Loan Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender in the aggregate exceed the requested amount of such Increased Revolving Loan Commitments. The Term Loan Commitments of the Additional Lenders shall have any obligation to increase its Commitmentnot in the aggregate exceed the requested amount of such Increased Term Loan Commitments. (cb) Any increase in the Increased Commitments incurred pursuant to this Section 2.04 1.14 shall be subject to satisfaction of the following conditions: (i) at the time of the effectiveness of such Increased Commitments and also after giving effect to thereto, there shall exist no Default or Event of Default; (ii) at the time of the effectiveness of such increaseIncreased Commitments and also after giving effect thereto, all representations and warranties contained herein and in the conditions contained other Credit Documents shall be true and correct in Sections 4.02(aall material respects (except for those representations and warranties that are qualified by materiality in which case they shall be true and correct in all respects) with the same effect as though such representations and (b) would be satisfied with respect to a Borrowing warranties had been made on the date of such increase; andincrease (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date); (iiiii) at the time of the effectiveness of such Increased Commitments, the Borrower shall have made calculations with respect to the financial covenants in Sections 9.08 and 9.09 for the respective Calculation Period on a Pro Forma Basis as if such Increased Commitments occurred on the first day of such Calculation Period and assuming that the full amount of such Increased Commitments had been drawn, and such calculations shall show that such financial covenants would have been complied with as of the last day of such Calculation Period; (iv) after giving effect to such increaseIncreased Commitments, the aggregate amount of all Increased Commitments made pursuant to this Section 1.14 shall not exceed $2,000,000,000100,000,000; (v) [Reserved]; (vi) the Term Loans made pursuant to any Increased Term Loan Commitment shall have terms identical to the existing Term Loans (including, for the avoidance of doubt, with respect to maturity date and interest rate margins, but excluding any upfront fees or original issue discount); and (vii) the Borrower shall deliver to the Administrative Agent a certificate executed by one of its Authorized Officers certifying compliance with the requirements of preceding clauses (i) through (iv) inclusive or clauses (i) through (vi) inclusive, as applicable, and containing the calculations (in reasonable detail) required by preceding clauses (iii) and (iv). (dc) An increase in the aggregate amount of the Commitments Total Revolving Loan Commitment pursuant to this Section 2.04 1.14 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent (an “Incremental Revolving Commitment Agreement”) signed by the ObligorsBorrower, by each Additional Lender and providing an Increased Revolving Commitment, by each other Lender whose Revolving Loan Commitment is to be increasedincreased and by the Administrative Agent, setting forth the new Revolving Loan Commitments of such Lenders and setting forth the agreement of each such Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrower with respect to the Increased Revolving Loan Commitments and such opinions of counsel for the Obligors Borrower with respect to the Increased Revolving Loan Commitments as the Administrative Agent may reasonably request request. (d) An Increased Term Loan Commitment pursuant to this Section 1.14 shall become effective upon the receipt by the Administrative Agent of an agreement in form and substance reasonably satisfactory to the Administrative Agent (iiian “Incremental Term Commitment Agreement”) a certificate signed by the Borrower, by each Additional Lender providing an Increased Term Commitment and by the Administrative Agent, setting forth the Increased Term Loan Commitments of a Responsible Officer such Lenders and setting forth the agreement of each Obligor stating that such Additional Term Lender to become a party to this Agreement and to be bound by all the conditions set forth in subsection (c) above have been satisfiedterms and provisions hereof, together with such evidence of appropriate corporate authorization on the part of the Borrower with respect to the Increased Term Loan Commitments and such opinions of counsel for the Borrower with respect to the Increased Term Loan Commitments as the Administrative Agent may reasonably request. (e) Any Incremental Commitment Agreement may, without consent of any other Lender, effect such amendments to this Agreement and the other Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 1.14, including any amendments necessary to establish the Increased Term Loans and/or Increased Term Commitments as a new Class or tranche of Term Loans and such other technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Class or tranche, in each case on terms consistent with this Section 1.14. (f) Upon any increase in the aggregate amount of the Commitments Total Revolving Loan Commitment pursuant to this Section 2.04 1.14 that is not pro rata among all Revolving Lenders, at any the end of the then current Interest Period with respect thereto, the Borrower shall prepay all outstanding Revolving Loans in their entirety, together with accrued and unpaid interest, fees and other amounts (including all amounts owing, if any, pursuant to Section 1.11) and, to the extent the Borrower elects to do so and subject to the conditions specified in Section 6, the Borrower shall reborrow Revolving Loans from the Revolving Lenders in proportion to their respective Revolving Loan Commitments after giving effect to such increase, until such time any as all outstanding Revolving Loans are outstandingheld by the Revolving Lenders in such proportion. Effective upon such increase, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion the amount of the Increased Commitments a portion participations held by each Revolving Lender in each Letter of its Credit then outstanding Loans shall be adjusted such that, after giving effect to such adjustments, the Revolving Lenders shall hold participations in each such deemed assignment and Letter of Credit in the Increased Commitments, proportion its respective Revolving Loan Commitment bears to the percentage of the aggregate outstanding Loans held by each Lender is equal Total Revolving Loan Commitment after giving effect to its percentage of the aggregate amount of the Lenders’ Commitmentssuch increase.

Increased Commitments; Additional Lenders. (a) From time to time No more than once per 364 day period from the Borrower Effective Date, the Borrowers may, upon at least seven Business Days’ thirty (30) days notice to the Administrative Agent (which shall promptly provide a copy of such notice to the Lenders), propose to increase the aggregate amount of the Commitments by an in increments of $50,000,000, the total amount of all such increases not less than to exceed $25,000,000 250,000,000 (the amount of any such increase, the “"Increased Commitments”"); provided that at the time of and after giving effect to any increase in the Commitments (and the delivery of the applicable commitment increase notice shall constitute a representation and warranty by the Partnership and the Corporation that on the effective date of such increase such statements are true) (i) the Corporation's Long-Term Debt ratings from Xxxxx'x and S&P are better than or equal to Baa2 or BBB, respectively; (ii) the representations and warranties of the Partnership and the Corporation contained in Article IV are correct on and as of the date of such increase, before and after giving effect to such increase, as though made on and as of such date, except to the extent that any such representation or warranty expressly relates only to an earlier date, in which case they were correct as of such earlier date; (iii) no Event of Default or Potential Event of Default exists and is continuing ; (iv) on the date of such increase, (x) there shall be no A Advances outstanding or all Interest Periods shall have ended and (y) all accrued and unpaid interest on the A Advances and all accrued and unpaid Facility Fees shall have been paid in full and (v) after any such increase, no Lender's Commitment shall exceed 50% of the aggregate amount of the Commitments. Each Lender party to this Agreement at such time shall have the right (but no obligation), for a period of fifteen (15) days following receipt of such notice, to elect by notice to the Borrower and the Administrative Agent to increase its Commitment by a principal amount which bears the same ratio to the Increased Commitments as its then Commitment bears to the aggregate Commitments then existing. (b) To effect such an increaseIf any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this Section, the Borrower Borrowers may designate another lender or other lenders (which may be, but need not be, one or more of the existing Lenders or other financial institutions reasonably acceptable to the Administrative Agent Lenders) which at the time agree to (i) in the case of any such lender that is an existing Lender, increase its Commitment and (ii) in the case of any other such lender (an “"Additional Lender”"), become a party to this Agreement with a Commitment Agreement. The sum of the increases in the Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not less than $10,000,000; it being understood that no existing Lender shall have any obligation to increase its Commitmentin the aggregate exceed the unsubscribed amount of the Increased Commitments. (c) Any increase in the Commitments pursuant to this Section 2.04 shall be subject to satisfaction of the following conditions: (i) after giving effect to such increase, the conditions contained in Sections 4.02(a) and (b) would be satisfied with respect to a Borrowing on the date of such increase; and (ii) after giving effect to such increase, the aggregate amount of all Commitments shall not exceed $2,000,000,000. (d) An increase in the aggregate amount of the Commitments pursuant to this Section 2.04 2.18 shall become effective upon the receipt by the Administrative Agent of (i) an agreement in form and substance reasonably satisfactory to the Administrative Agent signed by the ObligorsBorrowers, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to be bound by all the terms and provisions hereof, (ii) together with such evidence of appropriate corporate authorization on the part of the Obligors Borrowers with respect to the Increased Commitments and such opinions of counsel for the Obligors Borrowers with respect to the Increased Commitments as the Administrative Agent may reasonably request and (iii) a certificate of a Responsible Officer of each Obligor stating that the conditions set forth in subsection (c) above have been satisfiedrequest. (e) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.04 at any time any Loans are outstanding, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Increased Commitments a portion of its then outstanding Loans such that, after giving effect to each such deemed assignment and the Increased Commitments, the percentage of the aggregate outstanding Loans held by each Lender is equal to its percentage of the aggregate amount of the Lenders’ Commitments.