The Borrowers may at any time and from time to time request that all or a portion of the # Term Loans of one or more Tranches existing at the time of such request (each, an “Existing Term Loan Tranche”, and the Term Loans of such Tranche, the “Existing Term Loans”) or # Revolving Credit Commitments and Revolving Credit Loans of one or more Tranches existing at the time of such request (each, an “Existing Revolving Tranche” and together with the Existing Term Loan Tranches, each an “Existing Tranche”, and the Revolving Credit Commitments of such Existing Revolving Tranche, the “Existing Revolving Credit Commitments”, and the Revolving Credit Loans of such Existing Revolving Tranche, the “Existing Revolving Loans” and, together with the Existing Term Loans, the “Existing Loans”), in each case, be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of any Existing Tranche (any such Existing Tranche which has been so extended, an “Extended Term Tranche” or “Extended Revolving Credit Tranche”, as applicable, and each an “Extended Tranche”, and the Term Loans, Revolving Credit Commitments or Revolving Credit Loans, as applicable, of such Extended Tranches, the “Extended Term Loans”, “Extended Revolving Credit Commitments” or “Extended Revolving Credit Loans”, as applicable and, collectively, the “Extended Loans”) and to provide for other terms consistent with this [Section 2.16]; provided that # no Event of Default pursuant to [Section 9.01(a), (f) or (g)])])] shall have occurred and be continuing at the time of such extension or would exist after giving effect to such extension, # any such request shall be made by ESI to all ​ within any one or more Tranches of Term Loans or Revolving Credit Commitments and Revolving Credit Loans, as applicable, (whether under one or more Tranches) on a pro rata basis (based on the aggregate outstanding principal amount of the applicable Term Loans or on the aggregate Revolving Credit Commitments within any one or more Tranches, as applicable) and # any applicable Minimum Extension Condition shall be satisfied unless waived by the Borrowers in its sole discretion. In order to establish any Extended Tranche, the Borrowers shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of ​ of the applicable Existing Tranche) (an “Extension Request”) setting forth the proposed terms of the Extended Tranche to be established, which terms shall be substantially similar, when taken as a whole, to those applicable to the Existing Tranche from which they are to be extended (the “Specified Existing Tranche”), except # all or any of the final maturity dates of such Extended Tranches may be delayed to later dates than the final maturity dates of the Specified Existing Tranche, (y) (A) the interest margins with respect to the Extended Tranche may be higher or lower than the interest margins for the Specified Existing Tranche and/or # additional fees may be payable to ​ providing such Extended Tranche in addition to or in lieu of any increased margins contemplated by the preceding [clause (A) and (z)] in the case of an Extended Term Tranche, so long as the weighted average life to maturity of such Extended Tranche would be no shorter than the remaining weighted average life to maturity of the Specified Existing Tranche, amortization rates with respect to the Extended Term Tranche may be higher or lower than the amortization rates for the Specified Existing Tranche, in each case to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this [Section 2.16] or otherwise, assignments and participations of Extended Tranches shall be governed by the same or, at the Borrowers’ discretion, more restrictive assignment and participation provisions applicable to Tranche B-1 Term Loans or Initial Revolving Credit Commitments, as applicable, set forth in [Section 11.06]. No Lender shall have any obligation to agree to have any of its Existing Loans converted into an Extended Tranche pursuant to any Extension Request. Any Extended Tranche shall constitute a separate Tranche of Loans from the Specified Existing Tranches and from any other Existing Tranches (together with any other Extended Tranches so established on such date).

“Tranche” means # a category of Revolving Commitments and extensions of credit hereunder in respect thereof and # a category of Term Loan Commitments and extension of credit hereunder in respect thereof. For purposes hereof, each of the following comprises a separate Tranche: # Global Tranche Commitments, Global Tranche Revolving Loans, Global Tranche Letters of Credit and Swingline Loans, # US Tranche Commitments, US Tranche Revolving Loans and US Tranche Letters of Credit, # Tranche A Term Loans and # Incremental Term Loans of any Series.

Revolving Credit Loans. The Borrower shall repay to the Administrative Agent for the ratable account of the Appropriate ​ on the applicable Maturity Date for the Revolving Credit Facilities of a given Class the aggregate principal amount of all of its Revolving Credit Loans of such Class outstanding on such date.

Revolving Credit Loans. The Borrowers shall repay to the Lenders on the Maturity Date the aggregate principal amount of all Revolving Credit Loans outstanding on such date.

“Class” when used in reference to # any Loan or Borrowing, refers to whether such Loan, or the Loans comprising such Borrowing, are Term AA-1 Loans, Term BA-2 Loans, Term B-1 Loans, Term B-2 Loans, Incremental Term Loans, Refinancing Term Loans, Extended Term Loans, Revolving Credit Loans, Incremental Revolving Credit Loans, Refinancing Revolving Credit Loans or Extended Revolving Credit Loans, # any Commitment, refers to whether such Commitment is a Term AA-1 Commitment, Term BA-2 Commitment, Term B-1 Commitment, Term B-2 Commitment, Incremental Term Loan Commitment, Revolving Credit Commitment, Incremental Revolving Credit Commitment, Refinancing Revolving Credit Commitment or Extended Revolving Credit Commitment, # any Lender, refers to whether such Lender has a Loan or Commitment with respect to a particular Class of Loans or Commitments. Incremental Term Loans, Refinancing Term Loans, Extended Term Loans, Incremental Revolving Credit Loans, Refinancing Revolving Credit Loans, Extended Revolving Credit Loans, Incremental Term Loan Commitments, Incremental Revolving Credit Commitments, Refinancing Revolving Credit Commitments or Extended Revolving Credit Commitments that have different terms and conditions shall be construed to be in different Classes. For the avoidance of doubt, all Term A-2 Loans shall be considered part of a single Class and all Term B-2 Loans shall be considered part of a single Class.

Section # Incremental Credit Extensions. (a) Incremental Commitments. The Borrowers may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent from the Lead Borrower (an “Incremental Loan Request”), request # one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or # one or more increases in the amount of the Revolving Credit Commitments or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the ​. Incremental Commitments and Incremental Loans shall be # secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, # secured by the Collateral on a junior lien basis to the Liens securing the Initial Term Loans or # unsecured or not secured by the Collateral. For the avoidance of doubt, Incremental Revolving Credit Commitments and Incremental Revolving Credit Loans shall be secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans.

Revolving Commitments. If for any reason the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, each Borrower shall immediately prepay its Revolving Loans and/or the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this [Section 2.05(b)(i)] unless after the prepayment in full of the Revolving Loans and the Swing Line Loans the Total Revolving Outstandings exceed the Aggregate Revolving Commitments then in effect.

Revolving Commitments. Subject to the terms and conditions hereof and relying upon the representations and warranties herein set forth, each Lender agrees, severally and not jointly, to make Revolving Loans to the Borrower in Dollars from time to time during the Availability Period in an aggregate principal amount that will not result in # such Lender's Revolving Exposure exceeding such Lender's Revolving Commitment, or # the Total Revolving Outstandings exceeding the aggregate Revolving Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Loans. Revolving Loans may be Daily LIBOR Rate Loans, Prime Rate Loans or LIBOR Loans, as further provided herein.

Revolving Commitments. The Administrative Agent, the Collateral Agent and the Borrower may amend this Agreement and the other Loan Documents to # increase the Revolving Commitments and the Letter of Credit Sublimit (any such increase a “Revolving Commitment Increase”) in an aggregate principal amount not to exceed $45,000,000.00 and # make such other changes as are necessary and appropriate in the reasonable discretion of the Administrative Agent to give effect to any such Revolving Commitment Increase. In connection with any Revolving Commitment Increase pursuant to this [Section 2.19(a)], the Borrower may approach and accept commitments from new [[Organization B:Organization]] to provide the Revolving Commitment Increase (provided that if the Administrative Agent would have consent rights with respect to such new lender under [Section 11.04] herein were such new lender to take an assignment of Loans or Commitments hereunder, such new lender shall be reasonably acceptable to the Administrative Agent). Any Revolving Commitment Increase (i)may not benefit from any Guarantees or Collateral that do not benefit the Term Loans and (ii)shall otherwise be on terms and pursuant to documentation to be determined by the Borrower, the [[Organization B:Organization]] providing such Revolving Commitment Increase and consented to by the Term Loan [[Organization B:Organization]] in their sole discretion. For the avoidance of doubt, upon any such Revolving Commitment Increase pursuant to this [Section 2.19(a)], each of the Term Loan [[Organization B:Organization]] and Revolving [[Organization B:Organization]] hereby agree to execute and deliver the Agreement Among [[Organization B:Organization]] which may provide for the Revolving Commitment Increase to be in the form of a super-priority revolver facility and which shall otherwise be in form and substance satisfactory to the Term Loan [[Organization B:Organization]] (in their sole discretion) and Revolving [[Organization B:Organization]] and irrevocably authorize and instruct the Administrative Agent and Collateral Agent to enter into the Agreement Among [[Organization B:Organization]]. This [Section 2.19(a)] shall supersede any provisions in [Section 11.02] to the contrary.

Revolving Commitments. From the Third RestatementSecond Amendment Effective Date to the Revolving Facility Termination Date, # each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make Revolving Loans to the Company from time to time, # each BSub Lender with respect to a Borrowing Subsidiary severally agrees, on the terms and conditions set forth in this Agreement, to make Multicurrency Revolving Loans to such Borrowing Subsidiary (and each other Lender severally agrees that it will purchase a participation in each such Revolving Loan if required pursuant to [Section 2.25]) and # each Issuer agrees tothat it may, in its sole discretion, issue Letters of Credit denominated in Agreed Currencies for the account of any Borrower from time to time (and each Revolving Lender severally agrees to participate in each such Letter of Credit as more fully set forth in [Section 2.18]); provided that # the Aggregate Outstanding Revolving Credit Exposure shall not at any time exceed the Aggregate Revolving Commitment, # the Outstanding Revolving Credit Exposure of any Lender shall not at any time exceed such Lender’s Revolving Commitment and # the aggregate Dollar Amount of all outstanding Multicurrency Revolving Loans, LC Exposure not denominated in Dollars and Swingline Exposure not denominated in Dollars shall not at any time exceed $100,000,000. Subject to the terms of this Agreement, the Borrowers may borrow, repay and reborrow at any time prior to the Revolving Facility Termination Date. The Revolving Commitments shall expire on the Revolving Facility Termination Date.