Common use of Increases to Aggregate Commitment Clause in Contracts

Increases to Aggregate Commitment. The Company shall have the right, no more frequently than once in any twelve month period, to request that the Aggregate Commitment be increased (each a "Commitment Increase Request") in a minimum amount of $50,000,000 by obtaining additional Commitments, either from one or more of the Banks or another lending institution, provided that the Aggregate Commitment shall in no event exceed $500,000,000 without the consent of all of the Lenders. In the event of such a Commitment Increase Request each of the Banks shall be given the opportunity to participate in the requested increase ratably in the proportions that their respective Commitments bear to the aggregate Commitment. No Bank shall have any obligation to increase its Commitment pursuant to a request by the Company hereunder. To the extent that all of the Banks do not elect to participate in such requested increase after being afforded an opportunity to do so, then the Company shall consult with the Administrative Agent as to the number, identity and requested Commitments of additional financial institutions which the Company may, upon the written consent of the Administrative Agent (which consent shall not be unreasonably withheld), invite to participate in the Aggregate Commitment. In the event that the Company and one or more of the Banks (or other financial institutions) shall agree upon such an increase in the Aggregate Commitment (i) the Company, the Administrative Agent and each Bank or other financial institution increasing its Commitment or extending a new Commitment shall enter into an amendment to this Agreement setting forth the amounts of the Commitments, as so increased, providing that the financial institutions extending new commitments shall be Banks for all purposes of this Agreement and the other Loan Documents, and setting forth such additional provisions as the Administrative Agent shall consider reasonably appropriate and (ii) the Company shall furnish new Notes to each financial institution that is extending a new Commitment. No such amendment shall require the approval or consent of any Bank whose Commitment is not being increased. Upon the execution and delivery of such amendment as provided above, and upon satisfaction of such other conditions as the Administrative Agent may reasonably specify upon the request of the financial institutions that are increasing or extending new Commitments (including the delivery of certificates, evidence of corporate authority and legal opinions on behalf of the Company), this Agreement shall be deemed to be amended accordingly. Notwithstanding anything in this Section 2.4.6 to the contrary, no such increase in the Aggregate Commitment shall be effective if (A) a Default or Unmatured Default shall exist on the date any such Commitment Increase Request is made or after giving effect to the requested increase or (B) the Company shall have voluntarily reduced the Aggregate Commitment at any time prior to the making of such Commitment Increase Request.

Increases to Aggregate Commitment. The Company shall have (i) At any time, the right, no more frequently than once in any twelve month period, to Borrower may request that the Aggregate Commitment be increased (each a "Commitment Increase Request") in a minimum amount of $50,000,000 by obtaining additional Commitmentsincreased; provided that, either from one or more of the Banks or another lending institution, provided that the Aggregate Commitment shall in no event exceed $500,000,000 without the prior written consent of all of the Lenders, (a) the Aggregate Commitment shall at no time exceed $200,000,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.6.11(b), and (b) each such request shall be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Borrower not fewer than twenty (20) Business Days prior to the proposed effective date of such increase, which notice (a "Commitment Increase Notice") shall specify the amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Request Notice, each of the Banks Lenders shall be given the opportunity to participate in the requested increase ratably in the proportions that their respective Revolving Commitments bear to the aggregate Aggregate Commitment. No Bank Lender shall have any obligation to increase its Revolving Commitment pursuant to a request Commitment Increase Notice. On or prior to the date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Revolving Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a "Lender Increase Notice"). Any Lender which does not submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such fifteen (15) Business Day period shall be deemed to have denied any increase in its Revolving Commitment. In the event that the increases of Revolving Commitments set forth in the Lender Increase Notices exceed the amount requested by the Company hereunderBorrower in the Commitment Increase Notice, the Administrative Agent and the Arranger shall have the right, in consultation with the Borrower, to allocate the amount of increases necessary to meet the Borrower's Commitment Increase Notice. To In the extent event that all of the Banks do not elect to participate in such Lender Increase Notices are less than the amount requested increase after being afforded an opportunity to do soby the Borrower, then the Company Administrative Agent shall assist and consult with the Administrative Agent as Borrower in an effort to the number, identity and requested Commitments of additional identify financial institutions which may be interested in becoming a party to the Company may, upon Agreement and not later than 3 Business Days prior to the written consent proposed effective date the Borrower may notify the Administrative Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "Proposed New Lender") in connection with the Commitment Increase Notice. Any Proposed New Lender shall be consented to by the Administrative Agent (which consent shall not be unreasonably withheld). If the Borrower shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, invite then the Borrower shall be deemed to participate have reduced the amount of its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender's and Proposed New Lenders' Revolving Commitment (the "Effective Commitment Amount") and the amount of the Aggregate Commitment, which amounts shall be effective on the following Business Day. In the event that the Company and one or more of the Banks (or other financial institutions) shall agree upon such an Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (iA) the CompanyBorrower shall have obtained the consent thereto of each Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, each of the representations and warranties of the Borrower hereunder shall be true and correct as if made on and as of such date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (C) the Borrower, the Administrative Agent and each Bank Proposed New Lender or other financial institution increasing its Commitment or extending Lender that shall have agreed to provide a new Commitment shall enter into an amendment to this Agreement setting forth the amounts "Revolving Commitment" in support of the Commitments, as so increased, providing that the financial institutions extending new commitments shall be Banks for all purposes of this Agreement and the other Loan Documents, and setting forth such additional provisions as the Administrative Agent shall consider reasonably appropriate and (ii) the Company shall furnish new Notes to each financial institution that is extending a new Commitment. No such amendment shall require the approval or consent of any Bank whose Commitment is not being increased. Upon the execution and delivery of such amendment as provided above, and upon satisfaction of such other conditions as the Administrative Agent may reasonably specify upon the request of the financial institutions that are increasing or extending new Commitments (including the delivery of certificates, evidence of corporate authority and legal opinions on behalf of the Company), this Agreement shall be deemed to be amended accordingly. Notwithstanding anything in this Section 2.4.6 to the contrary, no such increase in the Aggregate Commitment shall have executed and delivered a "Commitment and Acceptance" substantially in the form of Exhibit H hereto, (D) counsel for the Borrower and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (E) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be effective if (A) a Default required under Section 2.6.13 or Unmatured Default that the Administrative Agent shall exist on have reasonably requested in connection with such increase. If any fee shall be charged by the date Lenders in connection with any such Commitment Increase Request is made or after giving effect increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the requested Borrower. Upon satisfaction of the conditions precedent to any increase or (B) in the Company Aggregate Commitment, the Administrative Agent shall have voluntarily reduced promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party hereto as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time time. (ii) For purposes of this clause (ii), the term "Buying Lender(s)" shall mean (1) each Lender the Effective Commitment Amount of which is greater than its Revolving Commitment prior to the making effective date of any increase in the Aggregate Commitment and (2) each Proposed New Lender that is allocated an Effective Commitment Amount in connection with any Commitment Increase Notice and the term "Selling Lender(s)" shall mean each Lender whose Revolving Commitment under this Agreement is not being increased from that in effect prior to such increase in the Aggregate Commitment. Effective on the effective date of any increase in the Aggregate Commitment pursuant to clause (i) above, each Selling Lender hereby sells, grants, assigns and conveys to each Buying Lender, without recourse, warranty, or representation of any kind, except as specifically provided herein, an undivided percentage in such Selling Lender's right, title and interest in and to its outstanding Loans and LOC Obligations in the respective dollar amounts and percentages necessary so that, from and after such sale, each such Selling Lender's outstanding Loans and LOC Obligations shall equal such Selling Lender's Revolving Commitment Percentage (calculated based upon the Effective Commitment Amounts) of the outstanding Loans and LOC Obligations under this Agreement. Effective on the effective date of the increase in the Aggregate Commitment pursuant to clause (i) above, each Buying Lender hereby purchases and accepts such grant, assignment and conveyance from the Selling Lenders. Each Buying Lender hereby agrees that its respective purchase price for the portion of the outstanding Loans and LOC Obligations purchased hereby shall equal the respective amount necessary so that, from and after such payments, each Buying Lender's outstanding Loans shall equal such Buying Lender's Revolving Commitment Percentage (calculated based upon the Effective Commitment Amounts) of the outstanding Loans under this Agreement. Such amount shall be payable as follows: (a) with respect to all Floating Rate Loans, on the effective date of the increase in the Aggregate Commitment by wire transfer of immediately available funds to the Administrative Agent and (b) with respect to all Eurodollar Rate Loans, unless otherwise agreed to between the Buying Lenders and Selling Lenders, on the earlier of (i) the last day of the then current Interest Period by wire transfer of immediately available funds to the Administrative Agent and (ii) the date on which any such Eurodollar Rate Loan either becomes due (by acceleration or otherwise) or is prepaid (such earlier date being hereinafter referred to as the "Settlement Date") and, for purposes of calculating interest due and payable with respect to the Eurodollar Rate Loans, the Lenders' Revolving Commitment Percentages in each such outstanding Eurodollar Rate Loan, shall not be adjusted by virtue of the applicable increase until such Settlement Date. The Administrative Agent, in turn, shall wire transfer any such funds received to the Selling Lenders, in same day funds, for the sole account of the Selling Lenders. Each Selling Lender hereby represents and warrants to each Buying Lender that such Selling Lender owns the Loans and LOC Obligations being sold and assigned hereby for its own account and has not sold, transferred or encumbered any or all of its interest in such Loans or LOC Obligations, except for participations which will be extinguished to the extent of such payment upon payment to Selling Lender of an amount equal to the portion of the outstanding Loans and LOC Obligations being sold by such Selling Lender. Each Buying Lender hereby acknowledges and agrees that, except for each Selling Lender's representations and warranties contained in the foregoing sentence, each such Buying Lender has entered into its Commitment Increase Requestand Acceptance with respect to such increase on the basis of its own independent investigation and has not relied upon, and will not rely upon, any explicit or implicit written or oral representation, warranty or other statement of the Lenders or the Administrative Agent concerning the authorization, execution, legality, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or the other Loan Documents. The Borrower hereby agrees to compensate each Selling Lender for all losses, expenses and liabilities incurred by each Lender in connection with the sale and assignment of any Eurodollar Rate Loans hereunder on the terms and in the manner as set forth in Section 3.4 if the Settlement Date is a date (other than the last day of the applicable Interest Period) on which any such Eurodollar Rate Loans become due (by acceleration or otherwise) or are prepaid.

Increases to Aggregate Commitment. The Company shall have (i) At any time, the right, no more frequently than once in any twelve month period, to Domestic Borrower may request that the Aggregate Revolving Loan Commitment be increased (each a "Commitment Increase Request") in a minimum amount of $50,000,000 by obtaining additional Commitmentsincreased; provided that, either from one or more of the Banks or another lending institution, provided that the Aggregate Commitment shall in no event exceed $500,000,000 without the prior written consent of all of the Lenders, (a) (x) the Aggregate Revolving Loan Commitment shall at no time exceed $275,000,000 minus the aggregate amount of all reductions in the Aggregate Revolving Loan Commitment previously made pursuant to Section 2.5(B) and (y) the aggregate amount of increases to the Aggregate Revolving Loan Commitment made pursuant to Section 2.5 shall at no time exceed $100,000,000, (b) the Domestic Borrower shall not be entitled to make any such request more frequently than once in each fiscal quarter, (c) each such request shall be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof and (d) no such increase shall result in an increase in the Japanese Yen Sublimit. Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Domestic Borrower not less than fifteen (15) Business Days prior to the proposed effective date of such increase, which notice (a “Commitment Increase Notice”) shall specify the amount of the proposed increase in the Aggregate Revolving Loan Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Request Notice, each of the Banks Lenders shall be given the opportunity to participate in the requested increase ratably in the proportions that their respective Commitments bear to the aggregate Aggregate Commitment. No Bank Lender shall have any obligation to increase its Commitment pursuant to a request by Commitment Increase Notice. On or prior to the Company hereunder. To the extent date that all is ten (10) Business Days after receipt of the Banks do not elect Commitment Increase Notice, each Lender shall submit to participate in such requested increase after being afforded an opportunity to do so, then the Company shall consult with the Administrative Agent as a notice indicating the maximum amount by which it is willing to the number, identity and requested Commitments of additional financial institutions which the Company may, upon the written consent of increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a “Lender Increase Notice”). Any Lender which does not submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such ten (which consent 10) Business Day period shall not be unreasonably withheld), invite deemed to participate have denied any increase in the Aggregate its Commitment. In the event that the Company and one or more increases of the Banks (or other financial institutions) shall agree upon such an increase Commitments set forth in the Aggregate Lender Increase Notices exceed the amount requested by the Domestic Borrower in the Commitment (i) the CompanyIncrease Notice, the Administrative Agent and each Bank or other financial institution increasing its the Arranger shall have the right, in consultation with the Domestic Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment or extending a new Commitment shall enter into an amendment to this Agreement setting forth Increase Notice. In the amounts of the Commitments, as so increased, providing event that the financial institutions extending new commitments shall be Banks for all purposes of this Agreement and Lender Increase Notices are less than the other Loan Documentsamount requested by the Domestic Borrower, and setting forth such additional provisions as the Administrative Agent shall consider reasonably appropriate assist and consult with the Domestic Borrower in an effort to identify financial institutions which may be interested in becoming a party to the Agreement and not later than three (ii3) Business Days prior to the Company shall furnish new Notes to each proposed effective date the Domestic Borrower may notify the Administrative Agent of any financial institution that is extending shall have agreed to become a new Commitment. No such amendment shall require “Lender” party hereto (a “Proposed New Lender”) in connection with the approval or consent of any Bank whose Commitment is not being increased. Upon the execution and delivery of such amendment as provided above, and upon satisfaction of such other conditions as the Administrative Agent may reasonably specify upon the request of the financial institutions that are increasing or extending new Commitments (including the delivery of certificates, evidence of corporate authority and legal opinions on behalf of the Company), this Agreement shall be deemed to be amended accordingly. Notwithstanding anything in this Section 2.4.6 to the contrary, no such increase in the Aggregate Commitment shall be effective if (A) a Default or Unmatured Default shall exist on the date any such Commitment Increase Request is made or after giving effect to the requested increase or (B) the Company shall have voluntarily reduced the Aggregate Commitment at any time prior to the making of such Commitment Increase Request.Notice. Any Proposed New Lender shall

Increases to Aggregate Commitment. The Company shall have (i) At any time, the right, no more frequently than once in any twelve month period, to Domestic Borrower may request that the Aggregate Revolving Loan Commitment be increased (each a "Commitment Increase Request") in a minimum amount of $50,000,000 by obtaining additional Commitmentsincreased; provided that, either from one or more of the Banks or another lending institution, provided that the Aggregate Commitment shall in no event exceed $500,000,000 without the prior written consent of all of the Lenders, (a) the Aggregate Revolving Loan Commitment shall at no time exceed $175,000,000 minus the aggregate amount of all reductions in the Aggregate Revolving Loan Commitment previously made pursuant to Section 2.5(B), (b) the Domestic Borrower shall not be entitled to make any such request more frequently than once in each 12-month period, (c) each such request shall be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof and (d) no such increase shall result in an increase in the Japanese Yen Sublimit. Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Domestic Borrower not less than fifteen (15) Business Days prior to the proposed effective date of such increase, which notice (a "COMMITMENT INCREASE NOTICE") shall specify the amount of the proposed increase in the Aggregate Revolving Loan Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Request Notice, each of the Banks Lenders shall be given the opportunity to participate in the requested increase ratably in the proportions that their respective Commitments bear to the aggregate Aggregate Commitment. No Bank Lender shall have any obligation to increase its Commitment pursuant to a request Commitment Increase Notice. On or prior to the date that is ten (10) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a "LENDER INCREASE NOTICE"). Any Lender which does not submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such ten (10) Business Day period shall be deemed to have denied any increase in its Commitment. In the event that the increases of Commitments set forth in the Lender Increase Notices exceed the amount requested by the Company hereunderDomestic Borrower in the Commitment Increase Notice, the Administrative Agent and the Arranger shall have the right, in consultation with the Domestic Borrower, to allocate the amount of increases necessary to meet the Borrower's Commitment Increase Notice. To In the extent event that all of the Banks do not elect to participate in such Lender Increase Notices are less than the amount requested increase after being afforded an opportunity to do soby the Domestic Borrower, then the Company Administrative Agent shall assist and consult with the Administrative Agent as Domestic Borrower in an effort to the number, identity and requested Commitments of additional identify financial institutions which may be interested in becoming a party to the Company may, upon Agreement and not later than three (3) Business Days prior to the written consent proposed effective date the Domestic Borrower may notify the Administrative Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "PROPOSED NEW LENDER") in connection with the Commitment Increase Notice. Any Proposed New Lender shall be consented to by the Administrative Agent (which consent shall not be unreasonably withheld). If the Domestic Borrower shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, invite then the Domestic Borrower shall be deemed to participate have reduced the amount of its Commitment Increase Notice to the aggregate amount set forth in the Aggregate CommitmentLender Increase Notices. In Based upon the event that Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Company Administrative Agent shall notify the Domestic Borrower and one the Lenders on or more before the Business Day immediately prior to the proposed effective date of the Banks amount of each Lender's and Proposed New Lenders' Commitment (or other financial institutionsthe "EFFECTIVE COMMITMENT AMOUNT") and the amount of the Aggregate Revolving Loan Commitment, which amounts shall agree upon such an be effective on the following Business Day. Any increase in the Aggregate Revolving Loan Commitment shall be subject to the following conditions precedent: (iA) the CompanyDomestic Borrower shall have obtained the consent thereto of each Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Revolving Loan Commitment, each of the representations and warranties of the Borrowers hereunder shall be true and correct as if made on and as of such date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (C) the Domestic Borrower, the Administrative Agent and each Bank Proposed New Lender or other financial institution increasing its Commitment or extending Lender that shall have agreed to provide a new "Commitment" in support of such increase in the Aggregate Revolving Loan Commitment shall enter into an amendment have executed and delivered a "Commitment and Acceptance" substantially in the form of Exhibit J hereto, (D) counsel for the Borrowers and for the Guarantors shall have provided to this Agreement setting forth the amounts of Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Commitments, as so increased, providing that Administrative Agent and (E) the financial institutions extending new commitments shall be Banks for all purposes of this Agreement Domestic Borrower and the Proposed New Lender shall otherwise have executed and delivered such other Loan Documents, instruments and setting forth such additional provisions documents as may be required under Section 4.5 or that the Administrative Agent shall consider have reasonably appropriate requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the Domestic Borrower. Upon satisfaction of the conditions precedent to any increase in the Aggregate Revolving Loan Commitment, the Administrative Agent shall promptly advise the Borrowers and each Lender of the effective date of such increase. Upon the effective date of any increase in the Aggregate Revolving Loan Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party hereto as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time. (ii) For purposes of this clause (ii), the term "BUYING LENDER(s)" shall mean (1) each Lender the Effective Commitment Amount of which is greater than its Commitment prior to the effective date of any increase in the Aggregate Commitment and (2) each Proposed New Lender that is allocated an Effective Commitment Amount in connection with any Commitment Increase Notice, and the term "SELLING LENDER(s)" shall mean each Lender whose Commitment under this Agreement is not being increased from that in effect prior to such increase in the Aggregate Commitment. Effective on the effective date of any increase in the Aggregate Commitment pursuant to clause (i) above, each Selling Lender hereby sells, grants, assigns and conveys to each Buying Lender, without recourse, warranty, or representation of any kind, except as specifically provided herein, an undivided percentage in such Selling Lender's right, title and interest in and to its outstanding Loans and L/C Obligations in the respective dollar amounts and percentages necessary so that, from and after such sale, each such Selling Lender's outstanding Loans and L/C Obligations shall equal such Selling Lender's Pro Rata Share (calculated based upon the Effective Commitment Amounts) of the outstanding Loans and L/C Obligations under this Agreement. Effective on the effective date of the increase in the Aggregate Commitment pursuant to clause (i) above, each Buying Lender hereby purchases and accepts such grant, assignment and conveyance from the Selling Lenders. Each Buying Lender hereby agrees that its respective purchase price for the portion of the outstanding Loans and L/C Obligations purchased hereby shall equal the respective dollar amount necessary so that, from and after such payments, each Buying Lender's outstanding Loans and L/C Obligations shall equal such Buying Lender's Pro Rata Share (calculated based upon the Effective Commitment Amounts) of the outstanding Loans and L/C Obligations under this Agreement. Such amount shall be payable as follows: (a) with respect to all Floating Rate Advances, on the effective date of the increase in the Aggregate Commitment by wire transfer of immediately available funds to the Administrative Agent and (b) with respect to all Eurocurrency Rate Advances, unless otherwise agreed to between the Buying Lenders and Selling Lenders, on the earlier of (i) the last day of the then current Interest Period by wire transfer of immediately available funds to the Administrative Agent and (ii) the Company date on which any such Eurocurrency Rate Loan either becomes due (by acceleration or otherwise) or is prepaid (such earlier date being hereinafter referred to as the "SETTLEMENT DATE") and, for purposes of calculating interest due and payable with respect to the Eurocurrency Rate Loans, the Lenders' Pro Rata Shares in each such outstanding Eurocurrency Rate Loan, shall furnish new Notes not be adjusted by virtue of the applicable increase until such Settlement Date. The Administrative Agent, in turn, shall wire transfer any such funds received to the Selling Lenders, in same day funds, for the sole account of the Selling Lenders. Each Selling Lender hereby represents and warrants to each financial institution Buying Lender that is extending a new Commitment. No such amendment shall require Selling Lender owns the approval Loans and L/C Obligations being sold and assigned hereby for its own account and has not sold, transferred or consent encumbered any or all of any Bank whose Commitment is not being increased. Upon its interest in such Loans or L/C Obligations, except for participations which will be extinguished to the execution and delivery extent of such amendment as provided abovepayment upon payment to Selling Lender of an amount equal to the portion of the outstanding Loans and L/C Obligations being sold by such Selling Lender. Each Buying Lender hereby acknowledges and agrees that, except for each Selling Lender's representations and warranties contained in the foregoing sentence, each such Buying Lender has entered into its Commitment and Acceptance with respect to such increase on the basis of its own independent investigation and has not relied upon, and upon satisfaction will not rely upon, any explicit or implicit written or oral representation, warranty or other statement of such other conditions as the Lenders or the Administrative Agent may reasonably specify upon concerning the request authorization, execution, legality, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or the other Loan Documents. The Domestic Borrower hereby agrees to compensate each Selling Lender for all losses, expenses and liabilities incurred by each Lender in connection with the sale and assignment of any Eurocurrency Rate Loans hereunder on the terms and in the manner as set forth in Section 4.4 if the Settlement Date is a date (other than the last day of the financial institutions that are increasing or extending new Commitments (including the delivery of certificates, evidence of corporate authority and legal opinions applicable Interest Period) on behalf of the Company), this Agreement shall be deemed to be amended accordingly. Notwithstanding anything in this Section 2.4.6 to the contrary, no such increase in the Aggregate Commitment shall be effective if (A) a Default or Unmatured Default shall exist on the date which any such Commitment Increase Request is made Eurocurrency Rate Loans become due (by acceleration or after giving effect to the requested increase otherwise) or (B) the Company shall have voluntarily reduced the Aggregate Commitment at any time prior to the making of such Commitment Increase Requestare prepaid.