Extensions of Credit. The Extensions of Credit made by each Lender and each Issuing Lender shall be evidenced by one or more accounts or records maintained by such Lender or such Issuing Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent and each Lender or the applicable Issuing Lender shall be conclusive absent manifest error of the amount of the Extensions of Credit made by the Lenders or such Issuing Lender to the Borrower and its Subsidiaries and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender or any Issuing Lender and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender to the Borrower made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Revolving Credit Note, a Term Loan Note and/or Swingline Note, as applicable, which shall evidence such Lender’s Revolving Credit Loan, Term Loans and/or Swingline Loans, as applicable, to the Borrower in addition to such accounts or records. Each Lender may attach schedules to its Notes and endorse thereon the date, amount, currency and maturity of its Loans and payments with respect thereto.

Extensions. If the Revolving Maturity Date in respect of any tranche of Revolving Commitments occurs prior to the expiration of any Letter of Credit, then # if one or more other tranches of Revolving Commitments in respect of which the Revolving Maturity Date shall not have occurred are then in effect, such Letters of Credit shall automatically be deemed to have been issued (including for purposes of the obligations of the Revolving [[Organization B:Organization]] to purchase participations therein and to make Revolving Loans and payments in respect thereof pursuant to [Sections 2.17(d) and 2.17(e)])]) under (and ratably participated in by Revolving [[Organization B:Organization]] pursuant to) the Revolving Commitments in respect of such non-terminating tranches up to an aggregate amount not to exceed the aggregate principal amount of the unutilized Revolving Commitments thereunder at such time (it being understood that no partial face amount of any Letter of Credit may be so reallocated) and # to the extent not reallocated pursuant to immediately preceding clause (i), the Borrower shall Cash Collateralize any such Letter of Credit in accordance with [Section 2.17(h)]. Except to the extent of reallocations of participations pursuant to clause (i) of the immediately preceding sentence, the occurrence of a Revolving Maturity Date with respect to a given tranche of Revolving Commitments shall have no effect upon (and shall not diminish) the percentage participations of the Revolving [[Organization B:Organization]] in any Letter of Credit issued before such Revolving Maturity Date.

1.01Revolving Credit Loans. Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make loans in Dollars (each such loan, a “Revolving Credit Loan”) to the [[Consolidated Parties:Organization]] and/or the Co-[[Consolidated Parties:Organization]] identified by [[Consolidated Parties:Organization]] in the applicable Revolving Credit Loan Notice from time to time (on any Business Day during the Availability Period) in an aggregate amount not to exceed at any time the amount of such Lender’s Revolving Credit Commitment; provided, however, that, after giving effect to any Revolving Credit Borrowing, # the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, # the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all L/C Obligations shall not exceed such Lender’s Revolving Credit Commitment, # the aggregate Unsecured Debt of the [[Consolidated Parties:Organization]] and the Combined Parties (including any requested or pending Credit Extension) shall not exceed the amount permitted pursuant to [Section 7.03(a)] hereof and # the aggregate number of Revolving Credit Loans made in any calendar month shall not exceed eight (8). Within the limits of each Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the [[Consolidated Parties:Organization]] and Co-Borrowers may borrow under this

1.01Conditions of Initial Credit Extension. The occurrence of the Closing Date, the initial effectiveness of this Agreement and obligation of each Lender to make its initial Credit Extension hereunder is subject to satisfaction of the following conditions precedent:

Conditions to All Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurocurrency Rate Loans) is subject to the following conditions precedent:

No Extensions. The period of time within which the Extension Right may be exercised shall not be extended or enlarged by reason of Tenant’s inability to exercise the Extension Right.

“Existing Credit Agreement Total Extensions of Credit”: the “Total Revolving Extensions of Credit” (or equivalent term) under, and as defined in, the Existing Credit Agreement, but excluding any Brazilian Revolving Extensions of Credit (as defined in the Existing Credit Agreement) under any Class (as defined in the Existing Credit Agreement) of Brazilian Revolving Commitments (as defined in the Existing Credit Agreement).

“Total Revolving Extensions of Credit”: at any time, the aggregate amount of the Revolving Extensions of Credit of the Revolving Credit ​ at such time.

Nature of Obligations of Lenders Regarding Extensions of Credit. The obligations of the Lenders under this Agreement to make the Loans and issue or participate in Letters of Credit and to make payments under this Section, [Section 5.11(e)], [Section 12.3(c)] or [Section 12.7], as applicable, are several and are not joint or joint and several. The failure of any Lender to make available its Revolving Credit Commitment Percentage of any Loan requested by the Borrower shall not relieve it or any other Lender of its obligation, if any, hereunder to make its Revolving Credit Commitment Percentage of such Loan available on the borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Revolving Credit Commitment Percentage of such Loan available on the borrowing date.

Future Extensions of Maturity. Notwithstanding anything herein to the contrary (including, without limitation Section 9.3), in the event of a future amendment to extend the maturity date of any Revolving Loan Commitments, Term Loan Commitments or Term Loans, the Company shall be permitted to reduce the Revolving Loan Commitments and Term Loan Commitments, as applicable, and repay the Revolving Loans and Term Loans of those Lenders who consent to such an extension in a greater proportion than those Lenders who do not so consent, and the Company and the Administrative Agent shall be authorized to amend this document in a manner that the Administrative Agent believes is necessary to reflect, or provide for the integration of, such an extension (and, if applicable, reduction) and shall submit such an amended document to those extending Lenders for their approvals and signatures.