Common use of Incremental Commitment Clause in Contracts

Incremental Commitment. (a) Pursuant to Section 2.07(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” for all purposes of the Credit Agreement and the other Loan Documents. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Increase Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Increase Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.06(f) of the Credit Agreement. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Increase Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Increase Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” for all purposes of the Credit Agreement and the other Loan Documents. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment of the Assuming Lender shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of the Incremental Commitment shall be identical to the same as terms and provisions of Loans issued by, and the other Commitments made under of, the Credit AgreementLenders immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, Agent for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such sectionSection, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such sectionSection, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Increase Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Increase Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(f) of the Credit Agreement. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Increase Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Increase Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the each Assuming Lender hereby agrees to make the applicable Incremental Commitment to the Borrower effective on and as of the Increase Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Increase Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.06(f) of the Credit Agreement. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Increase Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, the each Assuming Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Increase Effective Date, the each Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Increasing Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Loans issued by the Increasing Lender, and the Incremental Commitment of the Increasing Lender, shall be identical to the same as terms and provisions of Loans issued by, and the other Commitments made under of, the Credit AgreementLenders immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.07(e)(iv) of the Credit Agreement, the Assuming Increasing Lender shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such sectionSection, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such sectionSection, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment shall constitute an additional “Multicurrency Commitment” for all purposes of the Credit Agreement and the other Loan Documents. (b) The terms of the Incremental Commitment shall be the same as the other Multicurrency Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming each Incremental Lender hereby agrees to make its respective portion of the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan DocumentsDocuments and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Loans issued by the Incremental Lenders and the Incremental Commitment of the Incremental Commitment Lenders shall be the same as identical to the other Multicurrency Commitments made under of the Credit AgreementLenders immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.07(e)(iv) of the Credit Agreement, the Assuming each applicable Incremental Lender shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the each Assuming Lender shall become a Lender “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Incremental Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Dollar Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan DocumentsDocuments and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Loans issued by the Incremental Lender and the Incremental Commitment of the Incremental Commitment Lender shall be the same as identical to the other Commitments made under Loans and Dollar Commitments, as applicable, of the Credit AgreementLenders immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.07(e)(iv) of the Credit Agreement, the Assuming Incremental Lender shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Dollar Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Incremental Lender shall become a Lender “Dollar Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Dollar Lender and a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Increasing Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment shall constitute an additional “Multicurrency Commitment”, an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.06(e) of the Credit Agreement. (b) The terms of the Incremental Commitment shall be identical to the same as terms and provisions of the other Multicurrency Commitments of the Extending Lenders made under the Credit AgreementAgreement immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(e)(iv) of the Credit Agreement, if the Assuming Increasing Lender is notified by the Administrative Agent, the Increasing Lender shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such sectionSection, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such sectionSection, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the its Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment of the Assuming Lender shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of each Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of the each Incremental Commitment shall be identical to the same as terms and provisions of Loans issued by, and the other Commitments made under of, the Credit AgreementLenders immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, Agent for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such sectionSection, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such sectionSection, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment Commitments and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming each Incremental Lender hereby agrees to make its respective portion of the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Dollar Commitment” or a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of each Incremental Commitment for purposes of Section 2.06(f) of the Credit Agreement. (b) The terms and provisions of any new Loans issued by the Incremental Lenders and the Incremental Commitment shall of such Incremental Lender shall, as applicable, be the same as identical to the other Dollar Commitments and Multicurrency Commitments (as applicable) made under the Credit AgreementAgreement immediately prior to the Effective Date. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Dollar Loans, Multicurrency Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, the Assuming each applicable Incremental Lender shall make a payment to the Administrative Agent, for the account of the other Dollar Lenders or Multicurrency Lenders, as applicable, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Dollar Lenders or Multicurrency Lenders, as applicable, in accordance with such section, the Dollar Loans or Multicurrency Loans, as applicable, are held ratably by the Dollar Lenders or Multicurrency Lenders, as applicable, in accordance with the respective Dollar Commitments of such Dollar Lenders or Multicurrency Commitments of such Multicurrency Lenders, as applicable (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the each Assuming Lender shall become a Lender “Dollar Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Dollar Lender and a Lender under the Credit Agreement and any other document documents or instruments delivered pursuant thereto. (e) Schedule 1.01(b) of the Credit Agreement is hereby amended and restated to read as provided on Schedule 1.01(b) attached hereto as Axxxx XX.

Incremental Commitment. (a) Pursuant to Section 2.07(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming [Increasing][Assuming] Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” for all purposes of the Credit Agreement and the other Loan Documents. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv) of the Credit Agreement, the Assuming [Increasing][Assuming] Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.]

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming each Increasing Lender hereby agrees to make the its respective Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Each Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitments for purposes of Section 2.06(f) of the Credit Agreement. (b) The terms of the Incremental Commitment Commitments shall be the same as the other Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, the Assuming Lender Increasing Lenders shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such sectionSection, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such sectionSection, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f) The Administrative Agent shall promptly notify the Borrower and the Lenders of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the final allocations of such Incremental Commitment and the Increase Effective Date. Conditions to the Borrower Effectiveness of Increase. Each Incremental Commitment shall become(d) effective on and as of the applicable Increase Effective Date Date; provided: no Default or Event of Default shall exist on such Increase Effective Date(i) immediately prior to or after giving effect to (as defined belowA) such Incremental Commitment or (B) the making of any Extensions of Credit pursuant thereto; the Borrower is in pro forma compliance on a Pro Forma Basis with the financial(ii) covenants set forth in Section 9.13 based on the financial statements most recently delivered pursuant to Section 8.1 after giving effect to such Incremental Commitment (assuming that the entire applicable Incremental Term Loan and/or Revolving Commitment Increase is fully funded on the effective date thereof and giving effect to any permanent repayment of Indebtedness in connection therewiththe use of proceeds thereof, but without netting the proceeds thereof). The ; each such Incremental Commitment shall constitute be effected pursuant to an additional amendment(iii) (an “Commitment” for all purposes Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, the Administrative Agent and the applicable Incremental Lenders, which Incremental Amendment may, without the consent of the Credit any other Lenders, effect such amendments to this Agreement and the other Loan Documents. (b) The terms of the Incremental Commitment shall Documents as may be the same as the other Commitments made under the Credit Agreement. (c) On the Effective Datenecessary or appropriate, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv) reasonable opinion of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, to effect the provisions of this Section 2.7; in the case of each Incremental Term Loan (the terms of which shall be set forth(iv) in the relevant Incremental Amendment): such Incremental Term Loan will mature and amortize in a manner(A) reasonably acceptable to the Incremental Lenders making such Incremental Term Loan and the Borrower, but will not in any event have a maturity date earlier than the Latest Maturity Date; the Applicable Margin and pricing grid, if applicable, for account such(B) Incremental Term Loan shall be determined by the applicable Incremental Lenders and the Borrower on the applicable Increase Effective Date and shall be consistent with then current market conditions; and except as provided above, all other terms and conditions applicable to(C) any Incremental Term Loan, to the extent not consistent with the terms and conditions of the other Lendersthis Agreement prior to giving effect thereto, in an amount calculated by shall be reasonably satisfactory to the Administrative Agent and the Borrower (but in accordance with no event shall such section, so that after giving effect to such payment terms and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.conditions 39 87048192_27

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Increasing Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Increase Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Increase Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.06(f) of the Credit Agreement. (ba) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (cb) On the Increase Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, the Assuming Increasing Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Increasing Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date. The Incremental Commitment shall constitute an additional “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan DocumentsDocuments and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(f) of the Credit Agreement (and, for the avoidance of doubt, shall constitute a “Commitment” for purposes of that certain facility fee letter agreement, dated as of July 14, 2017, among the Borrower and the Lenders). (b) The terms of the Incremental Commitment shall be the same as the other Multicurrency Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments adjustments, if any, to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv) of the Credit Agreement, the Assuming Increasing Lender shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Increasing Lender hereby agrees to make the its Incremental Commitment to the Borrower effective on and as of the Effective Date (as defined below)Date, immediately after giving effect to the amendment set forth in Section 2. The Incremental Commitment of the Increasing Lender shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.06(f) of the Credit Agreement. (b) The terms of the Incremental Commitment shall be the same as the other Commitments made under the Credit Agreement. (c) On the Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv2.06(f)(iv) of the Credit Agreement, if the Assuming Increasing Lender is notified by the Administrative Agent the Increasing Lender shall make a payment to the Administrative Agent, for account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereofEffective Date). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Increasing Lender hereby agrees to make the its Incremental Commitment to the Borrower effective on and as of the Increase Effective Date (as defined below). The Incremental Commitment shall constitute an additional “Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents, and the Increase Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(f) of the Credit Agreement. (b) The terms and provisions of any new Loans issued by the Increasing Lender, and the Incremental Commitment of the Increasing Lender, shall be identical to the same as Loans issued by, and the other Commitments made under of, the Credit AgreementLenders immediately prior to the Increase Effective Date. (c) On the Increase Effective Date, in connection with the adjustments to any outstanding Loans and participation interests contemplated by Section 2.07(f)(iv) of the Credit Agreement, the Assuming Increasing Lender shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to the other Lenders in accordance with such section, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the date hereof). (d) As of the Effective Date, the Assuming Lender shall become a Lender under the Credit Agreement and shall have all rights and obligations of a Lender under the Credit Agreement and any other document or instruments delivered pursuant thereto.