Common use of Incremental Revolving Commitments and Incremental Term Loans Clause in Contracts

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth (i) the amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and a minimum amount of $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved by the Administrative Agent), (ii) the date on which such Incremental Term Loan Commitments and/or Incremental Revolving Commitments are requested to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facility.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent andAgent, to the extent the same would be required for an assignment under Section 9.05, the each Issuing Bank and the Swing Line Lender (which approvals approval shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000). Such notice shall set forth (i) the amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and a minimum amount of $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved by the Administrative Agent), ) and (ii) the date on which such Incremental Term Loan Commitments and/or Incremental Revolving Commitments are requested to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilityeffective.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower mayQVC, with respect to the Tranche 1 Revolving Facility, and QVC and zulily, with respect to the Tranche 2 Revolving Facility, and one or more Lenders (including New Lenders reasonably acceptable to the Administrative Agent) may from time to time agree that such Lenders shall incur Incremental Revolving Commitments with respect to the Tranche 1 Revolving Facility (“Tranche 1 Incremental Revolving Commitments”) or the Tranche 2 Revolving Facility (“Tranche 2 Incremental Revolving Commitments”), as applicable, by written notice executing and delivering to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or an Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth Commitment Activation Notice specifying (i) the amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and a minimum amount of $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved by the Administrative Agent)Commitments, (ii) the date on Revolving Facility with respect to which such Incremental Term Loan Commitments and/or Incremental Revolving Commitments are requested to become effective will be incurred, and (iii) whether the applicable Incremental Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate amount of Incremental Revolving Commitments plus the aggregate amount of Incremental Term Loans shall not exceed $1,500,000,000 minus the outstanding principal amount of Pari Passu Indebtedness (other than the Existing Notes) incurred pursuant to Section 6.01(b), (B) without limiting the foregoing clause (1)(A), the aggregate amount of Tranche 2 Incremental Revolving Commitments shall not exceed $300,000,000, (C) no Incremental Revolving Commitments may be incurred if a Default would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any substantially concurrent use of the proceeds thereof, (D) after giving pro forma effect thereto (assuming the full drawing of such Incremental Facility is an Revolving Commitments and after giving effect to other concurrent transactions permitted hereunder), the Borrowers shall be in compliance with Section 6.10 and (E) the representations and warranties set forth in Article III shall be true and correct in all material respects (or in all respects if qualified by materiality) immediately prior to, and after giving effect to, the incurrence of such Incremental Term A FacilityRevolving Commitments, and (2) unless otherwise agreed by the Administrative Agent, (A) each Tranche 1 Incremental Revolving Commitment effected pursuant to this paragraph shall be in a minimum amount of at least $100,000,000, (B) each Tranche 2 Incremental Revolving Commitment effected pursuant to this paragraph shall be in a minimum amount of at least $20,000,000 and (C) no more than four Incremental Revolving Commitment Activation Notices may be delivered by the Borrowers (in the aggregate) after the Closing Date. No existing Lender shall have any obligation to incur any Incremental Revolving Commitments unless it agrees to do so in its sole discretion.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, and one or more Lenders (including New Lenders reasonably acceptable to the Administrative Agent) may from time to time agree that such Lenders shall incur Incremental Revolving Commitments by written notice executing and delivering to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or an Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth Commitment Activation Notice specifying (i) the amount of the Incremental Term Loan Revolving Commitments and/or and (ii) the applicable Incremental Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate amount of Incremental Revolving Commitments being requested plus the aggregate amount of Incremental Term Loans shall not exceed $1,500,000,000 minus the outstanding principal amount of Pari Passu Indebtedness (which other than the Existing Notes) incurred pursuant to Section 6.01(b), (B) no Incremental Revolving Commitments may be incurred if a Default would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any substantially concurrent use of the proceeds thereof, (C) after giving pro forma effect thereto (assuming the full drawing of such Incremental Revolving Commitments and after giving effect to other concurrent transactions permitted hereunder), the Consolidated Leverage Ratio shall be less than or equal to the Consolidated Leverage Ratio then required to be maintained by the Borrower pursuant to Section 6.10 and (D) the representations and warranties set forth in Article III shall be true and correct in all material respects (or in all respects if qualified by materiality) immediately prior to, and after giving effect to, the incurrence of such Incremental Revolving Commitments, and (2) unless otherwise agreed by the Administrative Agent, (A) each increase effected pursuant to this paragraph shall be in minimum increments of $5,000,000 and a minimum amount of at least $10,000,000, or equal to the remaining 100,000,000 and (B) no more than four Incremental Amount or, in each case, such lesser amount approved Revolving Commitment Activation Notices may be delivered by the Administrative Agent), (ii) Borrower after the date on which such Incremental Term Loan Commitments and/or Closing Date. No existing Lender shall have any obligation to incur any Incremental Revolving Commitments are requested unless it agrees to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilitydo so in its sole discretion.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower mayand one or more Lenders (including New Lenders reasonably acceptable to the Administrative Agent) may from time to time agree that such Lenders shall incur Incremental Revolving Commitments or additional Revolving Commitments (collectively, the “New Revolving Commitments”) by written notice executing and delivering to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or Incremental a New Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth Commitment Activation Notice specifying (i) the amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested or additional Revolving Commitments and (which ii) the applicable New Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate amount of New Revolving Commitments plus the aggregate amount of Incremental Term Loans shall not exceed $250,000,000, (B) no New Revolving Commitments may be incurred if a Default would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any substantially concurrent use of the proceeds thereof, and (C) after giving pro forma effect thereto and to any concurrent transactions, the Consolidated Leverage Ratio shall be less than or equal to the Consolidated Leverage Ratio then required to be maintained by the Borrower pursuant to Section 6.10, and (2) unless otherwise agreed by the Administrative Agent, (A) each increase effected pursuant to this paragraph shall be in minimum increments of $5,000,000 and a minimum amount of at least $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved 25,000,000 and (B) no more than four New Revolving Commitment Activation Notices may be delivered by the Administrative Agent), (ii) Borrower after the date on which such Incremental Term Loan Commitments and/or Incremental Closing Date. No existing Lender shall have any obligation to incur any New Revolving Commitments are requested unless it agrees to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilitydo so in its sole discretion.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, and one or more Lenders (including New Lenders reasonably acceptable to the Administrative Agent) may from time to time agree that such Lenders shall incur Incremental Revolving Commitments by written notice executing and delivering to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or an Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth Commitment Activation Notice specifying (i) the amount of the Incremental Term Loan Revolving Commitments and/or and (ii) the applicable Incremental Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate amount of Incremental Revolving Commitments being requested plus the aggregate amount of Incremental Term Loans shall not exceed $1,000,000,000 minus the outstanding principal amount of Pari Passu Indebtedness (which other than the Existing Notes) incurred pursuant to Section 6.01(b), (B) no Incremental Revolving Commitments may be incurred if a Default would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any substantially concurrent use of the proceeds thereof, and (C) after giving pro forma effect thereto and to any concurrent transactions, the Consolidated Leverage Ratio shall be less than or equal to the Consolidated Leverage Ratio then required to be maintained by the Borrower pursuant to Section 6.10, and (2) unless otherwise agreed by the Administrative Agent, (A) each increase effected pursuant to this paragraph shall be in minimum increments of $5,000,000 and a minimum amount of at least $10,000,000, or equal to the remaining 100,000,000 and (B) no more than four Incremental Amount or, in each case, such lesser amount approved Revolving Commitment Activation Notices may be delivered by the Administrative Agent), (ii) Borrower after the date on which such Incremental Term Loan Commitments and/or Closing Date. No existing Lender shall have any obligation to incur any Incremental Revolving Commitments are requested unless it agrees to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilitydo so in its sole discretion.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, and one or more Lenders (including New Lenders reasonably acceptable to the Administrative Agent) may from time to time agree that such Lenders shall incur Incremental Revolving Commitments by written notice executing and delivering to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or an Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth Commitment Activation Notice specifying (i) the amount of the Incremental Term Loan Revolving Commitments and/or and (ii) the applicable Incremental Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate amount of Incremental Revolving Commitments being requested plus the aggregate amount of Incremental Term Loans shall not exceed $1,000,000,000 minus the outstanding principal amount of Pari Passu Indebtedness (which other than the Existing Notes) incurred pursuant to Section 6.01(b), (B) no Incremental Revolving Commitments may be incurred if a Default would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any substantially concurrent use of the proceeds thereof, (C) after giving pro forma effect thereto (assuming the full drawing of such Incremental Revolving Commitments and after giving effect to other concurrent transactions permitted hereunder), the Consolidated Leverage Ratio shall be less than or equal to the Consolidated Leverage Ratio then required to be maintained by the Borrower pursuant to Section 6.10 and (D) the representations and warranties set forth in Article III shall be true and correct in all material respects immediately prior to, and after giving effect to, the incurrence of such Incremental Revolving Commitments, and (2) unless otherwise agreed by the Administrative Agent, (A) each increase effected pursuant to this paragraph shall be in minimum increments of $5,000,000 and a minimum amount of at least $10,000,000, or equal to the remaining 100,000,000 and (B) no more than four Incremental Amount or, in each case, such lesser amount approved Revolving Commitment Activation Notices may be delivered by the Administrative Agent), (ii) Borrower after the date on which such Incremental Term Loan Commitments and/or Closing Date. No existing Lender shall have any obligation to incur any Incremental Revolving Commitments are requested unless it agrees to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilitydo so in its sole discretion.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental In- cremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include in- clude any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without with- out its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably unreasona- xxx withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted permit- xxx to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth (i) the amount of the Incremental Incre- mental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and a minimum amount of $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved by the Administrative Agent), (ii) the date on which such Incremental Term Loan Commitments and/or Incremental Revolving Commitments are requested to become effective effec- tive and (iii) whether such Incremental Facility is an Incremental Term A Facility.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower mayand one or more Lenders (including New Lenders reasonably acceptable to the Administrative Agent) may from time to time agree that such Lenders shall incur Incremental Revolving Commitments or additional Revolving Commitments (collectively, the “New Revolving Commitments”) by written notice executing and delivering to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or Incremental a New Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000. Such notice shall set forth Commitment Activation Notice specifying (i) the amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested or additional Revolving Commitments and (ii) the applicable New Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate amount of New Revolving Commitments plus the aggregate amount of Incremental Term Loans shall not exceed $250,000,000, (B) no New Revolving Commitments may be incurred if a Default would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any substantially concurrent use of the proceeds thereof, (C) after giving pro forma effect thereto and to any concurrent transactions, the Consolidated Leverage Ratio shall be less than or equal to the Consolidated Leverage Ratio then required to be maintained by the Borrower pursuant to Section 6.10, and (D) the representations and warranties of each Credit Party set forth in the Credit Documents to which it is a party are true and correct in all material respects at such time; provided that (x) any such representation or warranty that relates to an earlier date shall only be required to be true and correct as of such earlier date, and (y) to the extent any such representation or warranty is qualified by materiality or Material Adverse Effect, such representation or warranty shall be true and correct in all respects, and (2) unless otherwise agreed by the Administrative Agent, (A) each increase effected pursuant to this paragraph shall be in minimum increments of $5,000,000 and a minimum amount of at least $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved 25,000,000 and (B) no more than four New Revolving Commitment Activation Notices may be delivered by the Administrative Agent), (ii) Borrower after the date on which such Incremental Term Loan Commitments and/or Incremental Closing Date. No existing Lender shall have any obligation to incur any New Revolving Commitments are requested unless it agrees to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilitydo so in its sole discretion.

Incremental Revolving Commitments and Incremental Term Loans. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, in an amount not to exceed the Incremental Amount available at the time such Incremental Term Loans are funded or established (if commitments in respect of such Incremental Term Loans are established on a date prior to funding) or Incremental Revolving Commitments are established (except, in each case, as set forth in the final paragraph under Section 6.01) from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender (but no such Lender shall be required to participate in any such Incremental Facility without its consent), but shall be required to be persons which would qualify as assignees of a Lender in accordance with Section 9.05) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their sole discretion; provided that (i) each Incremental Revolving Lender providing a commitment to make revolving loans shall be subject to the approval of the Administrative Agent and, to the extent the same would be required for an assignment under Section 9.05, the Issuing Bank (which approvals shall not be unreasonably withheld, conditioned or delayed) and (ii) the aggregate principal amount of Incremental Term A Loans permitted to be incurred hereunder shall not exceed $250,000,000Agent. Such notice shall set forth (i) the amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and a minimum amount of $10,000,000, or equal to the remaining Incremental Amount or, in each case, such lesser amount approved by the Administrative Agent), ) and (ii) the date on which such Incremental Term Loan Commitments and/or Incremental Revolving Commitments are requested to become effective and (iii) whether such Incremental Facility is an Incremental Term A Facilityeffective.