ESG Amendment. After the Closing Date, the ​ and the ​, in consultation with the ​, shall be entitled to establish a

ESG Amendment. On or prior to the date that is 12 months after the Closing Date, ​, in consultation with the Sustainability Coordinator, shall be entitled to establish key performance indicators (“KPIs”) for the Revolving Credit Facility with respect to certain environmental, social and governance (“ESG”) targets of the Borrowers and their Subsidiaries. The Sustainability Coordinator, the Administrative Agent and ​ may amend this Agreement solely for the purpose of incorporating the KPIs and other related provisions pursuant to an amendment with the affirmative consent of the Sustainability Coordinator, the Administrative Agent, ​ and the Required Revolving Lenders, as further provided below. Based on the Borrowers’ performance against the KPIs, certain adjustments (increase, decrease or no adjustment) to the otherwise applicable Facility Fee, Applicable Margin and Letter of Credit Fee, in each case, under the Revolving Credit Facility will be made, provided that # in no event shall any adjusted Applicable Margin, Letter of Credit Fee or Facility Fee be less than zero and # such adjustments shall be made on a per annum basis, and not be cumulative from year to year. If the Borrowers and their subsidiaries # achieve all KPIs, # the Facility Fee under the Revolving Credit Facility will be decreased by 0.01% and # the Applicable Margin and Letter of Credit Fee, in each case, under the Revolving Credit Facility will each be decreased by 0.04%, # achieve at least one but not all KPIs, no adjustment to the Facility Fee, Applicable Margin or Letter of Credit Fee, in each case, under the Revolving Credit Facility will be made and # achieve no KPIs, the Facility Fee under the Revolving Credit Facility will be increased by 0.01% and # the Applicable Margin and Letter of Credit Fee, in each case, under the Revolving Credit Facility will each be increased by 0.04%. The KPIs and other related provisions (the “ESG Pricing Provisions”) will be provided to the Revolving Credit Lenders for review in the form of an amendment to this Agreement which shall be executed by ​, the required Revolving Credit Lenders, the Administrative Agent and the Sustainability Coordinator (such amendment, the “ESG Amendment”). Upon the Required Revolving Lenders consenting in writing to the ESG Amendment, the ESG Amendment shall become effective. Following the effectiveness of the ESG Amendment, any modification to the ESG Pricing Provisions which does not have the effect of reducing the Facility Fee, Letter of Credit Fee or the Applicable Margin, in each case, under the Revolving Credit Facility to a level not otherwise permitted by this section shall be subject only to the consent of ​, the Sustainability Coordinator, the Administrative Agent and the Required Revolving Lenders (it being understood that any such modification having the effect of reducing the Facility Fee, Letter of Credit Fee or the Applicable Margin under the Revolving Credit Facility to a level not otherwise permitted by this section would require approval by all affected Revolving Credit Lenders).

assist the ​ in determining the ESG Pricing Provisions in connection with the ESG Amendment and # assist the ​ in preparing informational materials focused on ESG to be used in connection with the ESG Amendment.

Sustainability Coordinator. The Sustainability Coordinator will # assist ​ in determining the ESG Pricing Provisions in connection with the ESG Amendment and # assist ​ in preparing informational materials focused on ESG to be used in connection with the ESG Amendment.

In connection with any proposed ESG Amendment, the Sustainability Structuring Agent may # assist the Borrowers in selecting the KPIs and/or ESG Ratings and setting the associated SPTs, # determine the ESG Pricing Provisions in connection with the ESG Amendment, and # assist the Borrowers in preparing informational materials focused on ESG to be used in connection with the ESG Amendment, in each case based upon the information provided by the Borrowers with respect to the applicable KPIs and/or ESG Ratings selected in accordance with this [Section 2.9], provided, that, the Sustainability Structuring Agent # shall have no duty to ascertain, inquire into, or otherwise independently verify any such information and # shall have no responsibility for (and shall not be liable for) the completeness or accuracy of any such information.

In the event that any such ESG Amendment does not obtain requisite consent of the Required Lenders, an alternative ESG Amendment may be effectuated with the consent of the Required Lenders, the Borrowers, the Sustainability Structuring Agent, and the Administrative Agent.

“ESG Amendment” has the meaning specified in [Section 2.18].

Upon the effectiveness of any such ESG Amendment, based on the Borrowers’ performance against the KPIs and/or ESG Ratings and associated SPTs, certain adjustments (an increase, a decrease, or no adjustment) to the unused line fee set forth in [Section 3.2(a)] of this Agreement and the Applicable Margin will be made; provided, that, # the amount of any such adjustments made pursuant to an ESG Amendment shall not exceed # in the case of the unused line fee set forth in [Section 3.2(a)] of this Agreement, an increase and/or decrease of 1.00 basis point and # in the case of the Applicable Margin, an increase and/or decrease of 5.00 basis points, # in no event shall the unused line fee set forth in [Section 3.2(a)] of this Agreement or the Applicable Margin be less than 0% and # for the avoidance of doubt, such pricing adjustments shall not be cumulative year-over-year and each applicable adjustment shall only apply until the date on which the next adjustment is due to take place.

“ESG” has the meaning specified therefor in [Section 2.9].

“ESG Pricing Provisions” has the meaning specified in [Section 2.18].