Common use of Notification by Administrative Agent; Additional Lenders Clause in Contracts

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments in an amount equal to the amount of the Additional Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead Borrower, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments in an amount equal to the amount of the Additional Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead Borrower, at no time shall the Commitment of any Additional Commitment Lender (including any Affiliates of one another or two or more Approved Funds administered, advised or arranged by the same entity or entities that are Affiliates of one another) be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower Company and each Lender of the Lenders’ responses to each request made hereunder. To achieve the extent (i) one or more Lenders have declined to increase their respective Commitments or have agreed to increase their respective Commitments by an amount less than their respective Applicable Percentages of a requested increase and (ii) one or more Lenders have agreed to increase their respective Commitments by an amount greater than their respective Applicable Percentages of such requested increase, the Company shall, in its sole discretion, allocate the Commitments that would otherwise have been allocated to the Lenders described in clause (i) above to one or more of the Lenders described in clause (ii) above. To the extent the Lenders have not agreed to increase their respective Commitments in an amount sufficient to provide the full amount of a requested increase, subject to the extent that approval of the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to Administrative Agent and the amount requested by the Lead BorrowerL/C Issuer (which approvals shall not be unreasonably withheld), the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments in an amount equal to the amount of the Additional Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower Company may also invite additional Eligible Assignees to become Lenders)Lenders in order to provide, providedtogether with the existing Lenders increasing their Commitments, howeverthe aggregate requested additional Commitments. In order to become a Lender, that without each such additional Eligible Assignee shall execute and deliver to the consent of Administrative Agent a joinder agreement in form and substance satisfactory to the Administrative Agent and the Lead Borrower, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requestedits counsel.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Revolving Credit Commitments, or decline to increase their Revolving Credit Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder (an “Additional Commitment Lender”) and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Revolving Credit Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Revolving Credit Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any additional Lender (the “Additional Commitment Lender Lender”) be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseAdditional Revolving Commitment, to the extent that the existing Lenders decline to increase their Revolving Commitments, or decline to increase their Revolving Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for may approach other Eligible Assignees to become a Lender Lenders hereunder and to issue provide Commitments in an amount equal to the amount of the Additional Commitments Revolving Commitments, requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), ; provided, however, that without the consent of the Administrative Agent and the Lead Borrower, at no time shall the Revolving Commitment of any Additional Commitment Revolving Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Revolving Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunderin this Section 2.15. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the LC Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the any existing Lenders decline Lender declines to increase their its Commitments, or decline declines to increase their its Commitments to the amount requested by the Lead Borrower, the Administrative AgentAgent or its Affiliates, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each such Eligible Assignee issuing a commitment and becoming a Lender, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Revolving Lenders’ responses to each request made hereunderin this Section 2.15. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the LC Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the any existing Lenders decline Revolving Lender declines to increase their its Revolving Credit Commitments, or decline declines to increase their its Revolving Credit Commitments to the amount requested by the Lead Borrower, the Administrative AgentAgent or its Affiliates, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Revolving Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Revolving Credit Commitments requested by the Lead Borrower and not accepted by the existing Revolving Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each such Eligible Assignee issuing a commitment and becoming a Lender, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Revolving Credit Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunderAdditional Increase Request. To achieve the full amount of a requested increasean Additional Increase and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder (each such additional lender, an “Additional Commitment Lender”) and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower pursuant to the applicable Additional Increase Request and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will provide the consenting Lenders with an opportunity to further increase their Commitments in the amount equal to the total amount requested by the Borrower and will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (such Lenders which increase their Commitments and such additional Lenders, the “Additional Commitment Lenders”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each, an “Additional Commitment Lender”), ; provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,0002,500,000; providedprovided further, furtherhowever, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is minimum Commitment of each Lender shall be not less than the amount originally requested$5,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunderin this Section 2.15. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative AgentAgent or its Affiliates, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each such Eligible Assignee issuing a commitment and becoming a Lender, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Administrative Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the Issuing Lender and the Swingline Lender (which approvals shall not be ​ unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Administrative Borrower, the Administrative Agent, in consultation with the Lead Administrative Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the aggregate Revolving Credit Commitments requested by the Lead Administrative Borrower and not accepted by the existing Lenders (and the Lead Administrative Borrower may also invite additional Eligible Assignees to become Lenders) (each, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer, and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender Lenders hereunder (collectively, the “Additional Commitment Lenders”) and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each, an “Additional Commitment Lender”), ; provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested2,500,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each Lead Borrower’s request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the LC Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any such Lender (each an “Additional Commitment Lender Lender”) be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each any request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each such Eligible Assignee, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseCommitment Increase and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees reasonably acceptable to the Borrower to become a Lender hereunder (each, an “Additional Commitment Lender”) and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments in an amount equal to the amount of the Additional Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead Borrower, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested; provided, further, that, with respect to up to $1,000,000,000 of Additional Commitments to be provided pursuant to the Rite Aid Commitment Letter on the Rite Aid Acquisition Closing Date, the procedural requirements of clauses (a), (b) and (c) above shall not apply, and such Additional Commitments may be provided by the financial institutions that are parties to the Rite Aid Acquisition Commitment Letter or by any other Eligible Assignee approved by the Lead Borrower that is reasonably satisfactory to the Administrative Agent.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the Issuing Bank and the Swingline Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Revolving Commitments, or decline to increase their Revolving Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees assignees to become a Lender hereunder (any such Lender or assignee, an “Additional Commitment Lender”) and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Revolving Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Revolving Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower Parent and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead BorrowerParent, the Administrative Agent, in consultation with the Lead Borrowerconsent of the Parent, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments in an amount equal to the amount of the Additional Commitments requested by the Lead Borrower Parent and not accepted by the existing Lenders (and the Lead Borrower Parent may also invite additional Eligible Assignees to become Lenders), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerParent, at no time shall the Commitment of any Additional Commitment Lender (including any Affiliates of one another or two or more Approved Funds administered, advised or arranged by the same entity or entities that are Affiliates of one another) be less than $5,000,000; provided, further, that the Lead Borrower Parent may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Administrative Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseCommitment Increase and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead BorrowerBorrowers, the Administrative Agent, in consultation with the Lead Administrative Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees reasonably acceptable to the Administrative Borrower to become a Lender hereunder (each, an “Additional Commitment Lender”) and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower Borrowers and not accepted by the existing Lenders (and the Lead Administrative Borrower may also invite additional Eligible Assignees to become Lenders), ; provided, however, that that, without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Revolving Lenders’ responses to each request made hereunderin this Section 2.15. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the LC Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the any existing Lenders decline Revolving Lender declines to increase their its Revolving Commitments, or decline declines to increase their its Revolving Commitments to the amount requested by the Lead Borrower, the Administrative AgentAgent or its Affiliates, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Revolving Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Revolving Commitments requested by the Lead Borrower and not accepted by the existing Revolving Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Revolving Lenders) (each such Eligible Assignee issuing a commitment and becoming a Revolving Lender, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Revolving Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunderin this Section 2.15. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the LC Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative AgentAgent or its Affiliates, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each such Eligible Assignee issuing a commitment and becoming a Lender, an "Additional Commitment Lender"), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Lender of the Lenders’ responses to each request made hereunderin this Section 2.15. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the LC Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative AgentAgent or its Affiliates, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Commitments requested by the Lead Borrower and not accepted by the existing Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Lenders) (each such Eligible Assignee issuing a commitment and becoming a Lender, an “Additional Commitment Lender”), provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Commitment of any Additional Commitment Lender be less than $5,000,000; provided, further, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is less than the amount originally requested10,000,000.

Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall promptly notify the Lead Borrower and each Revolving Lender of the Revolving Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increaseincrease and subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld), to the extent that the existing Revolving Lenders decline to increase their Revolving Commitments, or decline to increase their Revolving Commitments to the amount requested by the Lead Borrower, the Administrative Agent, in consultation with the Lead Borrower, will use its commercially reasonable efforts to arrange for other Eligible Assignees to become a Revolving Lender hereunder and to issue Commitments commitments in an amount equal to the amount of the Additional increase in the Aggregate Revolving Commitments requested by the Lead Borrower and not accepted by the existing Revolving Lenders (and the Lead Borrower may also invite additional Eligible Assignees to become Revolving Lenders) (each, an “Additional Commitment Lender”), ; provided, however, that without the consent of the Administrative Agent and the Lead BorrowerAgent, at no time shall the Revolving Commitment of any Additional Commitment Lender be less than $5,000,0002,500,000; providedprovided further, furtherhowever, that the Lead Borrower may elect to implement Additional Commitments for which Lenders and other Eligible Assignees have agreed to increase or issue Commitments notwithstanding that the aggregate amount thereof is minimum Revolving Commitment of each Revolving Lender shall be not less than the amount originally requested$5,000,000.