Common use of Requests for Increase by Borrower Clause in Contracts

Requests for Increase by Borrower. The Borrower may, at any time prior to the Revolver Termination Date, propose that the Commitments hereunder be increased (each such proposed increase being a “Commitment Increase”) by notice to the Administrative Agent specifying each existing Lender (each an “Increasing Lender”) and/or each additional lender (each an “Assuming Lender”) that shall have agreed to an additional Commitment and the date on which such increase is to be effective (the “Commitment Increase Date”), which date shall be a Business Day at least three Business Days (or such lesser period as the Administrative Agent may reasonably agree) after delivery of such notice and at least thirty (30) days prior to the Revolver Termination Date; provided that, subject to the foregoing, each Commitment Increase shall become effective only upon satisfaction of the following conditions: (A) the minimum amount of the Commitment of any Assuming Lender, and the minimum amount of the increase of the Commitment of any Increasing Lender, as part of such Commitment Increase shall be $5,000,000 or a larger multiple of $1,000,000 in excess thereof (or, in each case, in such other amounts as agreed by the Administrative Agent), (B) immediately after giving effect to such Commitment Increase, the total Commitments of all of the Lenders hereunder shall not exceed the greater of (x) $800,000,0001,250,000,000 and (y) 100% of the Obligors’ Net Worth as of the Commitment Increase Date; (C) each Assuming Lender and the Commitment Increase shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed); (50)

Requests for Increase by Borrower. The Borrower may, at any time prior to the Revolver Termination Datetime, propose request that the Commitments hereunder of a Class of Commitments be increased (each such proposed increase being a “Commitment Increase”) by (provided that in no event shall a Class of Non-Extended Loans be increased hereunder), upon notice to the Administrative Agent specifying (who shall promptly notify the Lenders), which notice shall specify each existing Lender (each an “Increasing Lender”) and/or each additional lender (each an “Assuming Lender”) that shall have agreed to an additional Commitment and the date on which such increase is to be effective (the “Commitment Increase Date”), which date shall be a Business Day at least three Business Days (or such lesser period as the Administrative Agent may reasonably agree) after delivery of such notice and at least thirty (30) 30 days prior to the Revolver Extended Commitment Termination Date; provided that, subject to the foregoing, each Commitment Increase shall become effective only upon satisfaction of the following conditions: (A) the minimum amount of the Commitment of any Assuming Lender, and the minimum amount of the increase of the Commitment of any Increasing Lender, as part of such Commitment Increase shall be $5,000,000 10,000,000 or a larger multiple of $1,000,000 5,000,000 in excess thereof (or, in each case, in or such other amounts lesser amount as agreed by the Administrative AgentAgent may reasonably agree), (B) ; immediately after giving effect to such Commitment IncreaseIncrease (including, if applicable, the substantially concurrent reduction of the Commitments of a Non-Extending Lender in accordance with Section 2.08(f)), the total Commitments of all of the Lenders hereunder shall not exceed the greater of (x) $800,000,0001,250,000,000 and (y) 100% of the Obligors’ Net Worth as of the Commitment Increase Date2,000,000,000; (C) each Assuming Lender and the Commitment Increase shall be consented to by the Administrative Agent and the each Issuing Bank (which such consent shall not to be unreasonably withheld or delayedwithheld); no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from the proposed Commitment Increase; and the representations and warranties contained in this Agreement shall be true and correct in all material respects (50or, in the case of any portion of the representations and warranties already subject to a materiality qualifier, true and correct in all respects) on and as of the Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).

Requests for Increase by Borrower. The Borrower may, at any time prior to the Revolver Termination Datetime, propose that the aggregate Commitments hereunder be increased (each such proposed increase being a “"Commitment Increase”") by notice to the Administrative Agent specifying each existing Lender (each an “"Increasing Lender”") and/or each additional lender (each an “Assuming a "New Lender”") that shall have agreed to an additional Commitment and the date on which such increase is to be effective (the “"Commitment Increase Date”"), which date shall be a Business Day at least three Business Days (or such lesser period as the Administrative Agent may reasonably agree) after delivery of such notice and at least thirty (30) 30 days prior to the Revolver Termination Maturity Date; provided that, subject to the foregoing, each Commitment Increase shall become effective only upon satisfaction of the following conditions: (A) the minimum amount of the Commitment of any Assuming New Lender, and the minimum amount of the increase of the Commitment of any Increasing Lender, as part of such Commitment Increase shall be $5,000,000 or a larger multiple of $1,000,000 in excess thereof (or, in each case, in such other amounts as agreed by the Administrative Agent), (B) thereof; immediately after giving effect to such Commitment Increase, the total Commitments of all of the Lenders hereunder shall not exceed the greater of (x) $800,000,0001,250,000,000 and (y) 100% of the Obligors’ Net Worth as of the Commitment Increase Date150,000,000; (C) each Assuming New Lender and the Commitment Increase shall be consented to by the Administrative Agent Agent, such consent not to be unreasonably withheld, conditioned or delayed; no Event of Default shall have occurred and be continuing on such Commitment Increase Date or shall result from the proposed Commitment Increase; and the Issuing Bank (representations and warranties contained in this Credit Agreement shall be true and correct in all material respects on and as of the Commitment Increase Date as if made on and as of such date, except to the extent that such representations and warranties specifically refer to an earlier date, in which consent case they shall not be unreasonably withheld or delayed); (50)true and correct as of such earlier date.

Requests for Increase by Borrower. The Borrower may, at any time prior to the Revolver Termination Datetime, propose without premium or penalty under this Agreement, request that the Commitments hereunder of a Class be increased (each such proposed increase being a “Commitment Increase”) by upon notice to the Administrative Agent specifying (who shall promptly notify the Lenders), which notice shall specify each existing Lender (each an “Increasing Lender”) and/or each additional lender (each an “Assuming Lender”) that shall have agreed to an additional Commitment and the date on which such increase is expected to be effective (the date of actual effectiveness, the “Commitment Increase Date”), which date shall be a Business Day at least three (3) Business Days (or such lesser period as the Administrative Agent may reasonably agree) after delivery of such notice and at least thirty (30) days prior to the Revolver Commitment Termination Date; provided that, subject to the foregoing, each Commitment Increase shall become effective only upon satisfaction of the following conditions: (A) the minimum amount of the Commitment of any Assuming Lender, and the minimum amount of the increase of the Commitment of any Increasing Lender, as part of such Commitment Increase shall be $5,000,000 10,000,000 or a larger multiple of $1,000,000 5,000,000 in excess thereof (or, in each case, in or such other amounts lesser amount as agreed by the Administrative AgentAgent may reasonably agree), ; (B) immediately after giving effect to such Commitment Increase, the total Commitments of all of the Lenders hereunder shall not exceed the greater of (x) $800,000,0001,250,000,000 and (y) 100% of the Obligors’ Net Worth as of the Commitment Increase Date300,000,000; (C) each Assuming Lender and the Commitment Increase shall be consented to by the Administrative Agent and the each Issuing Bank (which such consent shall not to be unreasonably withheld withheld, delayed or delayedconditioned); (50D) in the case of any Commitment Increase (other than a Commitment Increase used in connection with a Specified Purchase), no Event of Default shall have occurred and be continuing on such Commitment Increase Date; and (E) (i) in the case of a Commitment Increase used in connection with a merger or consolidation with, or acquisition of all or substantially all of the assets of, any other Person by an Obligor permitted under Section 6.03 (such Person, a “Specified Target” and such merger, consolidation or acquisition a “Specified Purchase”), the Specified Representations (immediately after giving effect to such merger, consolidation or acquisition) and the Specified Purchase Agreement Representations (immediately prior to giving effect to such merger, consolidation or acquisition) shall be true and correct in all material respects on and as of such Commitment Increase Date, or (ii) in the case of any other Commitment Increase, the representations and warranties made by the Borrower contained in this Agreement shall be true and correct in all material respects (or, in the case of any portion of the representations and warranties already subject to a materiality qualifier, true and correct in all respects) on and as of the Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). (ii)

Requests for Increase by Borrower. The Borrower mayshall have the right, at any time after the Effective Date but prior to the Revolver Commitment Termination Date, to propose that the Commitments hereunder be increased (each such proposed increase being a “Commitment Increase”) by notice to the Administrative Agent Agent, specifying each 32 existing Lender (each an “Increasing Lender”) and/or each additional lender (each an “Assuming Lender”) that shall have agreed to an additional Commitment and the date on which such increase is to be effective (the “Commitment Increase Date”), which date shall be a Business Day at least three Business Days (or such lesser period as the Administrative Agent may reasonably agree) after delivery of such notice and at least thirty (30) 30 days prior to the Revolver Commitment Termination Date; provided that, subject to the foregoing, each Commitment Increase : 1.each increase shall become effective only upon satisfaction of the following conditions: (A) the be in a minimum amount of the Commitment of any Assuming Lender, and the minimum amount of the increase of the Commitment of any Increasing Lender, as part of such Commitment Increase shall be at least $5,000,000 10,000,000 or a larger multiple of $1,000,000 in excess thereof (or, in each case, in or such other lesser amounts as agreed by the Administrative AgentAgent may reasonably agree), (B) immediately after giving effect to such Commitment Increase, the total Commitments ; 2.the aggregate amount of all of the Lenders hereunder Commitments outstanding, at any given time, shall not exceed the greater of (x) $800,000,0001,250,000,000 and (y) 100% of the Obligors’ Net Worth as of the Commitment Increase Date225,000,000; (C) each 3.each Assuming Lender and the Commitment Increase shall be consented to by the Administrative Agent and the Issuing Bank (which such consent shall not to be unreasonably withheld or delayedwithheld); 0.xx Default shall have occurred and be continuing on such Commitment Increase Date or shall result from the proposed Commitment Increase; and 5.the representations and warranties contained in this Agreement shall be true and correct in all material respects (50unless the relevant representation and warranty already contains a materiality qualifier, in which case such representation and warranty shall be true and correct in all respects) on and as of the Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). No Lender shall be obligated to provide any increased Commitment. (ii)

Requests for Increase by Borrower. The Borrower may, at any time prior to the Revolver Termination Datetime, propose request that the Commitments hereunder of a Class be increased (each such proposed increase being a “Commitment Increase”) by upon notice to the Administrative Agent specifying (who shall promptly notify the Lenders), which notice shall specify each existing Lender (each an “Increasing Lender”) and/or each additional lender (each an “Assuming Lender”) that shall have agreed to an additional Commitment and the date on which such increase is to be effective (the “Commitment Increase Date”), which date shall be a Business Day at least three Business Days (or such lesser period as the Administrative Agent may reasonably agree) after delivery of such notice and at least thirty (30) 30 days prior to the Revolver Commitment Termination Date; provided that, subject to the foregoing, each Commitment Increase shall become effective only upon satisfaction of the following conditions: (A) the minimum amount of the Commitment of any Assuming Lender, and the minimum amount of the increase of the Commitment of any Increasing Lender, as part of such Commitment Increase shall be $5,000,000 10,000,000 or a larger multiple of $1,000,000 5,000,000 in excess thereof (or, in each case, in or such other amounts lesser amount as agreed by the Administrative AgentAgent may reasonably agree), ; provided that this clause (BA) shall not be a condition to a Commitment Increase following any Lender’s delivery of a GBSA Notice; immediately after giving effect to such Commitment Increase, the total Commitments of all of the Lenders hereunder shall not exceed the greater of (x) $800,000,0001,250,000,000 and (y) 100% of the Obligors’ Net Worth as of the Commitment Increase Date1,500,000,000; (C) each Assuming Lender and the Commitment Increase shall be consented to by the Administrative Agent and the each Issuing Bank (which such consent shall not to be unreasonably withheld or delayed); no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from the proposed Commitment Increase; and the representations and warranties contained in this Agreement shall be true and correct in all material respects (50or, in the case of any portion of the representations and warranties already subject to a materiality qualifier, true and correct in all respects) on and as of the Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). Revolving Credit Agreement