Common use of Reallocation Mechanism Clause in Contracts

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.7, the Borrower Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments among the Borrower Group Commitments in order to effect an increase or decrease to particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other Borrower Group Commitments (each, a “Reallocation”). Any such Reallocation shall be subject to the following conditions: (i) the Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 and in increments of $500,000 in excess thereof, (iii) after giving effect to any such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group Commitments, (vii) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to Agent by a Senior Officer of the Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. (a) Subject to the terms and conditions of this Section 2.1.72.1.8, the U.S. Borrower Agent may request that the Lenders to certain the Borrower Groups (and such Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.8(b), any such Reallocation shall be subject to the following conditions: (i) the U.S. Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) Agent shall have consented to such Reallocation, (iii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 10,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iiiiv) after giving effect Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (ivv) no more than one Reallocation two (2) Reallocations may be requested in any Fiscal QuarterYear, (vvi) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vivii) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (viiviii) in no event shall the sum of all the reallocated Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viiiix) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, (x) such increase shall be permitted under any Permitted Term Debt, (xi) no more than 50% of the Commitments may be allocated to the Foreign Revolver Commitments, and (ixxii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the U.S. Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (vi) and demonstrating (in reasonable detail) the calculations required in connection therewithx), which certificate shall be deemed recertified to Agent by a Senior Officer of the U.S. Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. (a) Subject to the terms and conditions of this Section 2.1.72.25, the Lead Borrower Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments among the Borrower Group their respective undrawn Initial Commitments in order to effect an increase or decrease to particular Borrower Group of such respective undrawn Commitments, with any such increase or decrease in a their undrawn Initial Canadian Commitments to the Canadian Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectivelyas applicable, in their undrawn Initial US Commitment to the other US Borrower Group Commitments (each, a “Reallocation”). Any such Reallocation shall be subject to the following conditions: (i) the Lead Borrower Agent shall have provided to the Administrative Agent a written request notice (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must shall be a Business Daythe first day of the subsequent Fiscal Quarter) of such Reallocation (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations undrawn Initial Commitments reallocation to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group undrawn Initial Commitments in an amount equal to $2,500,000 and in increments integral multiples of $500,000 1,000,000 and not less than $5,000,000, and all such Reallocations shall not result in the increase of either the Initial Canadian Commitment or the Initial US Commitment as of the Closing Date by an aggregate amount in excess thereofof $20,000,000, (iii) after giving effect to any such Reallocation (A) the U.S. Revolver Commitments Reallocation, each Lender shall be at least 75% hold the same proportionate share of all of the Initial Commitments and (B) to the UK Revolver Commitments shall in no event exceed $10,000,000Borrowers, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (v) no more than one Reallocation may be requested in any calendar quarter, (vi) any increase or decrease in an Initial Commitment of a Borrower Group Lender in its respective Initial Canadian Commitment or Initial US Commitment shall result in a dollar-for-dollar concurrent decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one its respective Initial Canadian Commitment or more of the other Borrower Group Commitments, (vii) in no event shall Initial US Commitment such that the sum of all the Borrower Group Initial Commitments exceed of such Lender after giving effect to such Reallocation shall equal the aggregate amount of the Initial Commitments then of such Lender in effecteffect immediately prior to such Reallocation, (viiivii) after giving effect to such ReallocationReallocation of Initial Commitments, no Overadvance would exist or would result therefrom, and (ixviii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Responsible Officer of the Lead Borrower Agent shall have delivered to the Administrative Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (i) through (vii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified and (ix) the Administrative Agent consents to Agent by a Senior Officer of the Borrower Agent on and as of the such Reallocation Datein its Permitted Discretion.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.6, the Administrative Borrower Agent may request that the certain Revolver Lenders to certain Borrower Groups (and such Revolver Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Revolver Lender’s (and, if applicable, each of its Affiliate’s and or branch’s) Commitments Revolver Commitment among the Borrower Group Commitments Facilities in order to effect an increase or decrease to in the Revolver Commitments of a particular Borrower Group CommitmentsFacility, with any such increase or decrease in a Borrower Group Commitment Revolver Commitments for one Facility to be accompanied by a concurrent and equal decrease or increase, respectively, in the Revolver Commitments for the other Borrower Group Commitments Facility (each, a “Reallocation”); provided, that, no more than $100,000,000 may be reallocated from the US Facility to the Multicurrency Facility over the term of this Agreement. Any In addition to the conditions set forth in Section 2.1.6(b), any such Reallocation shall be subject to the following conditions: (i) the Administrative Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Revolver Commitment reallocations Reallocations to be effected, (ii) any such Reallocation shall increase or decrease decrease, as the case may be, the applicable Borrower Group Revolver Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect to any such Agent shall have received Reallocation (A) the U.S. Consents from Lenders having applicable Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000sufficient to effectuate such requested Reallocation, (iv) no more than one Reallocation two Reallocations may be requested effected in any Fiscal Quartercalendar year, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Revolver Commitment of one Facility shall result in a dollar-for-dollar decrease in one or more the Revolver Commitment of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsFacility, (vii) in no event shall the sum of all the Borrower Group Commitments Maximum Revolver Facility Amount exceed the aggregate amount of the aggregate Revolver Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, therefrom and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Administrative Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (v), (vii) and (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to Agent by a Senior Officer of the Administrative Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.7(e) and (f), the Borrower North American Loan Party Agent may request may, effective as of the first day of a specified Fiscal Quarter, effective for such Fiscal Quarter, require that the Lenders to certain Borrower Groups (and such Lenders hereby shall be deemed to agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branchaffiliate’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.7(f), any such Reallocation shall be subject to the following conditions: (i) the Borrower North American Loan Party Agent shall have provided to the Agent a written request notice (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must be the first day of a Business DayFiscal Quarter) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect to any such Reallocation (A) Reallocation, the U.S. Revolver Commitments shall be at least 7560% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000Commitments, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request notice or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (viv) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other another Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (viivi) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viiivii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, and (ixviii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Borrower North American Loan Party Agent shall have delivered to the Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (iv), (vi) and (vii) and demonstrating (in reasonable detail) the calculations calculations, if any, required in connection therewith, which certificate shall be deemed recertified to the Agent by a Senior Officer of the Borrower North American Loan Party Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.6, the Administrative Borrower Agent may request that the certain Revolver Lenders to certain Borrower Groups (and such Revolver Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Revolver Lender’s (and, if applicable, each of its Affiliate’s and or branch’s) Commitments Revolver Commitment among the Borrower Group Commitments Facilities in order to effect an increase or decrease to in the Revolver Commitments of a particular Borrower Group CommitmentsFacility, with any such increase or decrease in a Borrower Group Commitment Revolver Commitments for one Facility to be accompanied by a concurrent and equal decrease or increase, respectively, in the Revolver Commitments for the other Borrower Group Commitments Facility (each, a “Reallocation”); provided, that, no more than $100,000,000 may be reallocated from the US Facility to the Multicurrency Facility over the term of this Agreement. Any In addition to the conditions set forth in Section 2.1.6(b), any such Reallocation shall be subject to the following conditions: (i) the Administrative Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Revolver Commitment reallocations Reallocations to be effected, (ii) any such Reallocation shall increase or decrease decrease, as the case may be, the applicable Borrower Group Revolver Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect to any such Agent shall have received Reallocation (A) the U.S. Consents from 111 Lenders having applicable Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000sufficient to effectuate such requested Reallocation, (iv) no more than one Reallocation two Reallocations may be requested effected in any Fiscal Quartercalendar year, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Revolver Commitment of one Facility shall result in a dollar-for-dollar decrease in one or more the Revolver Commitment of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsFacility, (vii) in no event shall the sum of all the Borrower Group Commitments Maximum Revolver Facility Amount exceed the aggregate amount of the aggregate Revolver Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, therefrom and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Administrative Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (v), (vii) and (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to Agent by a Senior Officer of the Administrative Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. (a) Subject to the terms and conditions of this Section 2.1.72.1.8, the U.S. Borrower Agent may request that the Lenders to certain the Borrower Groups (and such Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.8(b), any such Reallocation shall be subject to the following conditions: (i) the U.S. Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) Agent shall have consented to such Reallocation, (iii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 10,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iiiiv) after giving effect Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (ivv) no more than one Reallocation two (2) Reallocations may be requested in any Fiscal QuarterYear, (vvi) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vivii) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (viiviii) in no event shall the sum of all the reallocated Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viiiix) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, (x) such increase shall be permitted under any Permitted Term Debt, (xi) no more than 65 50% of the Commitments may be allocated to the Foreign Revolver Commitments, and (ixxii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the U.S. Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (vi) and demonstrating (in reasonable detail) the calculations required in connection therewithx), which certificate shall be deemed recertified to Agent by a Senior Officer of the U.S. Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.7(g) and (h), the Borrower North American Loan Party Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branchaffiliate’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.7(h), any such Reallocation shall be subject to the following conditions: (i) the Borrower North American Loan Party Agent shall have provided to the Agent a written request (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect to any such Reallocation (A) Reallocation, the U.S. Revolver Commitments shall be at least 7560% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000Commitments, (iv) the Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to effectuate such requested Reallocation, (v) no more than one Reallocation two Reallocations may be requested in any Fiscal Quartercalendar year, (vvi) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vivii) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other another Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (viiviii) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viiiix) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, and (ixx) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Borrower North American Loan Party Agent shall have delivered to the Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (vi), (viii) and (ix) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to the Agent by a an Senior Officer of the Borrower North American Loan Party Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.6, the Administrative Borrower Agent may request that the certain Revolver Lenders to certain Borrower Groups (and such Revolver Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Revolver Lender’s (and, if applicable, each of its Affiliate’s and or branch’s) Commitments Revolver Commitment among the Borrower Group Commitments Facilities in order to effect an increase or decrease to in the Revolver Commitments of a particular Borrower Group CommitmentsFacility, with any such increase or decrease in a Borrower Group Commitment Revolver Commitments for one Facility to be accompanied by a concurrent and equal decrease or increase, respectively, in the Revolver Commitments for the other Borrower Group Commitments Facility (each, a “Reallocation”); provided, that, no more than $100,000,000 may be reallocated from the US Facility to the Multicurrency Facility over the term of this Agreement. Any In addition to the conditions set forth in Section 2.1.6(b), any such Reallocation shall be subject to the following conditions: (i) the Administrative Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Revolver Commitment reallocations Reallocations to be effected, (ii) any such Reallocation shall increase or decrease decrease, as the case may be, the applicable Borrower Group Revolver Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect to any such Agent shall have received Reallocation (A) the U.S. Consents from Lenders having applicable Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000sufficient to effectuate such requested Reallocation, (iv) no more than one Reallocation two Reallocations may be requested effected in any Fiscal Quartercalendar year, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Revolver Commitment of one Facility shall result in a dollar-for-dollar decrease in one or more the Revolver Commitment of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsFacility, (vii) in no event shall the sum of all the Borrower Group Commitments Maximum Revolver Facility Amount exceed the aggregate amount of the aggregate Revolver Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, therefrom and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Administrative Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (v), (vii) and (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to Agent by a Senior Officer of the Administrative Borrower Agent on and as of the Reallocation Date.. 105

Reallocation Mechanism. (ca) Subject to the terms and conditions of this Section 2.1.72.25, the Lead Borrower Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments among the Borrower Group their respective undrawn Initial Commitments in order to effect an increase or decrease to particular Borrower Group of such respective undrawn Commitments, with any such increase or decrease in a their undrawn Initial Canadian Commitments to the Canadian Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectivelyas applicable, in their undrawn Initial US Commitment to the other US Borrower Group Commitments (each, a “Reallocation”). Any such Reallocation shall be subject to the following conditions: conditions (except as otherwise provided in Section 9.23): (i) the Lead Borrower Agent shall have provided to the Administrative Agent a written request notice (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must shall be a Business Daythe first day of the subsequent -120- Fiscal Quarter) of such Reallocation (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations undrawn Initial Commitments reallocation to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group undrawn Initial Commitments in an amount equal to $2,500,000 and in increments integral multiples of $500,000 1.0 million, and all such Reallocations shall not result in the increase of either the Initial Canadian Commitment or the Initial US Commitment as of the Closing Date by an aggregate amount in excess thereofof $20.0 million, (iii) after giving effect to any such Reallocation (A) the U.S. Revolver Commitments Reallocation, each Lender shall be at least 75% hold the same proportionate share of all of the Initial Commitments and (B) to the UK Revolver Commitments shall in no event exceed $10,000,000Borrowers, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (v) no more than one (1) Reallocation may be requested in any calendar quarter, (vi) any increase or decrease in an Initial Commitment of a Borrower Group Lender in its respective Initial Canadian Commitment or Initial US Commitment shall result in a dollar-for-dollar concurrent decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one its respective Initial Canadian Commitment or more of the other Borrower Group Commitments, (vii) in no event shall Initial US Commitment such that the sum of all the Borrower Group Initial Commitments exceed of such Lender after giving effect to such Reallocation shall equal the aggregate amount of the Initial Commitments then of such Lender in effecteffect immediately prior to such Reallocation, (viiivii) after giving effect to such ReallocationReallocation of Initial Commitments, no Overadvance would exist or would result therefrom, and (ixviii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Responsible Officer of the Lead Borrower Agent shall have delivered to the Administrative Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (i) through (vii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified and (ix) the Administrative Agent consents to Agent by a Senior Officer of the Borrower Agent on and as of the such Reallocation Datein its Permitted Discretion.

Reallocation Mechanism. (a) Subject to the terms and conditions of this Section 2.1.72.25, the Lead Borrower Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments among the Borrower Group their respective undrawn Initial Commitments in order to effect an increase or decrease to particular Borrower Group of such respective undrawn Commitments, with any such increase or decrease in a their undrawn Initial Canadian Commitments to the Canadian Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectivelyas applicable, in their undrawn Initial US Commitment to the other Borrower Group Commitments US BorrowerBorrowers (each, a “Reallocation”). Any such Reallocation shall be subject to the following conditions: conditions (except as otherwise provided in Section 9.23): (i) the Lead Borrower Agent shall have provided to the Administrative Agent a written request notice (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must shall be a Business Daythe first day of the subsequent Fiscal Quarter) of such Reallocation (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations undrawn Initial Commitments reallocation to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group undrawn Initial Commitments in an amount equal to $2,500,000 and in increments integral multiples of $500,000 1,000,000, and all such Reallocations shall not result in the increase of either the Initial Canadian Commitment or the Initial US Commitment as of the Closing Date by an aggregate amount in excess thereofof $20,000,000, (iii) after giving effect to any such Reallocation (A) the U.S. Revolver Commitments Reallocation, each Lender shall be at least 75% hold the same proportionate share of all of the Initial Commitments and (B) to the UK Revolver Commitments shall in no event exceed $10,000,000Borrowers, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (v) no more than one Reallocation may be requested in any calendar quarter, (vi) any increase or decrease in an Initial Commitment of a Borrower Group Lender in its respective Initial Canadian Commitment or Initial US Commitment shall result in a dollar-for-dollar concurrent decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one its respective Initial Canadian Commitment or more of the other Borrower Group Commitments, (vii) in no event shall Initial US Commitment such that the sum of all the Borrower Group Initial Commitments exceed of such Lender after giving effect to such Reallocation shall equal the aggregate amount of the Initial Commitments then of such Lender in effecteffect immediately prior to such Reallocation, (viiivii) after giving effect to such ReallocationReallocation of Initial Commitments, no Overadvance would exist or would result therefrom, and (ixviii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Responsible Officer of the Lead Borrower Agent shall have delivered to the Administrative Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (i) through (vii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified and (ix) the Administrative Agent consents to Agent by a Senior Officer of the Borrower Agent on and as of the such Reallocation Datein its Permitted Discretion.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.7(e) and (f), the Borrower North American Loan Party Agent may request may, effective as of the first day of a specified Fiscal Quarter, effective for such Fiscal Quarter, require that the Lenders to certain Borrower Groups (and such Lenders hereby shall be deemed to agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branchaffiliate’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.7(f), any such Reallocation shall be subject to the following conditions: (i) the Borrower North American Loan Party Agent shall have provided to the Agent a written request notice (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must be the first day of a Business DayFiscal Quarter) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect to any such Reallocation (A) Reallocation, the U.S. Dutch Kraton Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed greater than $10,000,000100,000,000, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request notice or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (viv) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other another Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (viivi) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viiivii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, and (ixviii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Borrower North American Loan Party Agent shall have delivered to the Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (iv), (vi) and (vii) and demonstrating (in reasonable detail) the calculations calculations, if any, required in connection therewith, which certificate shall be deemed recertified to the Agent by a Senior Officer of the Borrower North American Loan Party Agent on and as of the Reallocation Date.”

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.12, the Borrower Agent may request that the certain Revolving Lenders to certain Borrower Groups (and such Revolving Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Revolving Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Revolving Credit Commitments among the Borrower Group Commitments Tranches in order to effect an increase or decrease to in the Revolving Credit Commitments of a particular Borrower Group CommitmentsTranche, with any such increase or decrease in a Borrower Group Commitment Revolving Credit Commitments for one Tranche to be accompanied by a concurrent and equal decrease or increase, respectively, in the Revolving Credit Commitments for the other Borrower Group Commitments Tranche (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.12(b), any such Reallocation shall be subject to the following conditions: (i) the Borrower Agent shall have provided to the Administrative Agent and the Funding Agent a written request (in reasonable detail) at least ten (10) 15 Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations Reallocation to be effected, (ii) any such Reallocation shall increase or decrease decrease, as the case may be, the applicable Borrower Group Revolving Credit Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect the Administrative Agent and the Funding Agent shall have received Reallocation Consents from Revolving Lenders having applicable Revolving Credit Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (iv) no more than one Reallocation may be requested in any Fiscal Quarter, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Revolving Credit Commitment of one Tranche shall result in a dollar-for-dollar decrease in one or more the Revolving Credit Commitment of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsTranche, (vii) in no event shall the sum of all the Borrower Group Commitments Revolving Credit Exposure exceed the aggregate amount of the aggregate Revolving Credit Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, therefrom and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Responsible Officer of the Borrower Agent shall have delivered to the Administrative Agent and the Funding Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (v), (vii) and (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to Agent by a Senior Officer of the Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.6(l) and (m), the Borrower North American Loan Party Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branchaffiliate’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.6(m), any such Reallocation shall be subject to the following conditions: (i) the Borrower North American Loan Party Agent shall have provided to the Agent a written request (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect the Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (iv) no more than one Reallocation may be requested in any Fiscal Quartercalendar year, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other another Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (vii) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Borrower North American Loan Party Agent shall have delivered to the Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (ii) through (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to the Agent by a Senior Officer of the Borrower North American Loan Party Agent on and as of the Reallocation Date.

Reallocation Mechanism. (a) Subject to the terms and conditions of this Section 2.1.72.1.8, the Borrower Agent may request that the Lenders to certain the Borrower Groups (and such Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branch’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.8(b), any such Reallocation shall be subject to the following conditions: (i) the Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) Agent consents to such Reallocation, (iii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iiiiv) after giving effect Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (ivv) no more than one Reallocation may be requested in any Fiscal Quartercalendar quarter, (vvi) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vivii) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (viiviii) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viiiix) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, (x) with respect to any Reallocation that would result in an increase in the Canadian Revolver Commitments, such increase is permitted under the Term Loan Credit Agreement, and (ixxi) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Responsible Officer of the Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (vi) and demonstrating (in reasonable detail) the calculations required in connection therewithx), which certificate shall be deemed recertified to Agent by a Senior Responsible Officer of the Borrower Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.72.1.7(k) and (l), the Borrower North American Loan Party Agent may request that the Lenders to certain Borrower Groups (and such Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Lender’s (and, if applicable, each of its Affiliate’s and branchaffiliate’s) Commitments Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.7(l), any such Reallocation shall be subject to the following conditions: (i) the Borrower North American Loan Party Agent shall have provided to the Agent a written request (in reasonable detail) at least ten (10) Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect the Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (iv) no more than one Reallocation may be requested in any Fiscal Quartercalendar year, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other another Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (vii) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Borrower North American Loan Party Agent shall have delivered to the Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (ii) through (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to the Agent by a Senior Officer of the Borrower North American Loan Party Agent on and as of the Reallocation Date.

Reallocation Mechanism. Subject to the terms and conditions of this Section 2.1.7, the Administrative Borrower Agent may request that the Revolver Lenders to certain Borrower Groups (and such Revolver Lenders hereby in their individual sole discretion may agree to) change the then current allocation of each such Revolver Lender’s (and, if applicable, each of its Affiliate’s and or branch’s) Commitments Revolver Commitment among the Borrower Group Commitments in order to effect an increase or decrease to in particular Borrower Group Commitments, with any such increase or decrease in a Borrower Group Commitment to be accompanied by a concurrent and equal decrease or increase, respectively, in the other another Borrower Group Commitments Commitment (each, a “Reallocation”). Any In addition to the conditions set forth in Section 2.1.7(b), any such Reallocation shall be subject to the following conditions: (i) the Administrative Borrower Agent shall have provided to Agent a written request (in reasonable detail) at least ten (10) fifteen Business Days prior to the requested effective date therefor (which effective date must be a Business Day) (the “Reallocation Date”) setting forth the proposed Reallocation Date and the amounts of the proposed Borrower Group Commitment reallocations to be effected, (ii) any such Reallocation shall increase or decrease decrease, as the case may be, the applicable Borrower Group Commitments in an amount equal to $2,500,000 5,000,000 and in increments of $500,000 1,000,000 in excess thereof, (iii) after giving effect Agent shall have received Reallocation Consents from Lenders having applicable Borrower Group Commitments sufficient to any effectuate such Reallocation (A) the U.S. Revolver Commitments shall be at least 75% of the Commitments and (B) the UK Revolver Commitments shall in no event exceed $10,000,000requested Reallocation, (iv) no more than one Reallocation two Reallocations may be requested effected in any Fiscal Quartercalendar year, (v) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (vi) any increase in a Borrower Group Commitment shall result in a dollar-for-dollar decrease in one or more of the other another Borrower Group Commitments, and any decrease in a Borrower Group Commitment pursuant to this Section 2.1.7 shall result in a dollar-for-dollar increase in one or more of the other Borrower Group CommitmentsCommitment, (vii) in no event shall the sum of all the Borrower Group Commitments exceed the aggregate amount of the Revolver Commitments then in effect, (viii) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, therefrom and (ix) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of the Administrative Borrower Agent shall have delivered to Agent a certificate in form and substance acceptable to Agent certifying as to compliance with the foregoing conditions preceding clauses (v), (vii) and (viii) and demonstrating (in reasonable detail) the calculations required in connection therewith, which certificate shall be deemed recertified to Agent by a Senior Officer of the Administrative Borrower Agent on and as of the Reallocation Date.