Annual Increase. Each annual retainer described in Sections I(A) and I(B) shall, without further action taken by the Board or the General Meeting, automatically increase on the first day of each calendar year by an amount equal to 3% of the value of such annual retainer in effect as of the end of the immediately preceding calendar year.

Each Increasing Lender party to this Agreement hereby agrees to increase its respective Revolving Line Portion (as modified pursuant to Section 3 of this Agreement), in the amount set forth on [Schedule 1], such increase to be effective as of September 2, 2020 (the “Increase Effective Date”).

Increase Documents. The Administrative Agent shall have received (each of the following documents being referred to herein as an “Increase Document”):

The Obligors’ Agent may by written notice (the "Increase Request") to the Agent not less than one (1) calendar year prior to the Termination Date invite:

A Lender may increase its Commitment (as requested by the Obligors’ Agent), for the purposes of this Clause 3 by delivering an Increase Certificate in accordance with this Clause.

Revolving Increase. The Borrower has requested an increase in the Revolving Commitments equal to $100,000,000 to be effective as of the Incremental Effective Date in accordance with [Section 2.16] of the Credit Agreement. Each Loan Party hereby agrees and acknowledges that the Revolving Increase established on the Incremental Effective Date shall constitute an increase to the Revolving Commitments pursuant to [Section 2.16] of the Credit Agreement, and shall be on the same terms and pursuant to the same documentation as the Revolving Commitments outstanding on the Incremental Effective Date immediately prior to the Revolving Increase. Upon the satisfaction or waiver of the conditions precedent set forth in Section 3 above, each Increasing Commitment Lender hereby agrees and consents to effectuate its portion of the Revolving Increase in the amount set forth opposite its name on [Annex B], each such Increasing Commitment Lender’s portion of which is included in the amount of Revolving Commitments set forth opposite its name on [Schedule 1.01(b)] of the Credit Agreement attached hereto as [Annex A], which shall be effective on the Incremental Effective Date.

Revolver Increase. The Administrative Agent shall have received an officer’s certificate signed by an authorized officer of the Borrowers attaching updated financial projections demonstrating that, after giving effect to the Revolver Increase on the Fifth Amendment Effective Date and any borrowings thereunder on the Fifth Amendment Effective Date for such Revolver Increase on a Pro Forma Basis, the Borrowers will be in compliance with the financial covenants set forth in [Section 5.9] of the Credit Agreement.

The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter.

on or prior to the proposed date of such Facility Increase, the Borrowers shall have paid to the Administrative Agent the Facility Increase Fee for the benefit of the Lenders, with such fee payable to each Lender ratably based on its share of the Facility Increase;

The Borrowers agree to pay an accordion closing fee (the "Accordion Fee") in an amount to be agreed to by the Agent and the Borrowers at the time of the Requested Increase made by the Borrowers in accordance with Section 1.7 of this Agreement. The Accordion Fee shall be due and payable to the Agent, for distribution to the Lenders participating in the Requested Increase (based on each such Lender's pro-rata portion of the Requested Increase), on the date that the Requested Increase is accepted and consented to by the Lenders. The Accordion Fee shall be fully earned by such participating Lenders on the date of such consent and acceptance.