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.

Notwithstanding the foregoing to the contrary, 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 in an aggregate principal amount not to exceed $30,000,000.00 and # make such other changes as are necessary and appropriate in the reasonable discretion of the Administrative Agent to give effect to any such increase in the Revolving Commitments. In connection with any increase in the Revolving Commitments and Letter of Credit Sublimit pursuant to this [Section 11.02(e)], the Borrower may approach and accept commitments from new [[Organization B:Organization]] to provide the Revolving Commitments and Letters of Credit (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). For the avoidance of doubt, upon any such increase pursuant to this [Section 11.02(e)], 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]] in form and substance satisfactory to the Term Loan [[Organization B:Organization]] 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]]. establish a Revolving Commitment Increase as provided for in [Section 2.19(a)].

Provided there exists no Default, upon notice to the Administrative Agent (which shall promptly notify the ​), the Borrower may from time to time, request an increase in the Aggregate Revolving Commitments; provided, however, that # the maximum amount of the Aggregate Revolving Commitments after giving effect to any such increase shall not exceed $650,000,000 and # the Borrower may make a maximum of three such requests. The aggregate amount of any individual increase hereunder shall be in a minimum amount of $10,000,000 (and in integral multiples of $5,000,000 in excess thereof). To achieve the full amount of a requested increase, the Borrower may solicit increased commitments from existing ​ and also invite additional Eligible Assignees to become ​; provided, however, that no existing Lender shall be obligated and/or required to accept an increase in its Revolving Commitment pursuant to this [Section 2.14] unless it specifically consents to such increase in writing. Any Lender or Eligible Assignee agreeing to increase its Revolving Commitment or provide a new Revolving Commitment pursuant to this [Section 2.14] shall, in connection therewith, deliver to the Administrative Agent a new commitment agreement in form and substance satisfactory to the Administrative Agent and its counsel.

Incremental Revolving Commitments. (a) The Company may from time to time notify the Administrative Agent that certain of the Lenders designated by the Company and/or that additional lenders shall be added to this Agreement as Incremental Lenders with Commitments for the purpose of increasing the existing Commitments (a “Revolving Commitment Increase”) by executing and delivering to the Administrative Agent an Incremental Revolving Loan Activation Notice signed by such Lenders or such additional lenders and specifying # the respective Incremental Revolving Commitments of such Incremental Lenders and # the applicable Revolving Commitment Increase Date, and otherwise duly completed; provided that, after giving effect to such Revolving Commitment Increase (including the incurrence of any Incremental Revolving Loans on the applicable Revolving Commitment Increase Date and use of proceeds thereof), # no Default or Event of Default shall be continuing and # the aggregate amount of Commitments shall not exceed $2,000,000,000.

Increase of Initial Revolving Credit Commitments. (1) The Borrower may, by written notice to the Administrative Agent, request that the Initial Revolving Credit Commitment be increased by an amount (the “Incremental Revolving Credit Commitment”) not to exceed $250,000,000, in the aggregate, for all such increases from the Closing Date until the date that is 180 days prior to the Maturity Date; provided that no Default or Event of Default has occurred and is continuing at the time of such request and on the date of any such increase. The Administrative Agent shall deliver a copy of such request to each Lender. The Borrower shall set forth in such request the amount of the requested increase in the Initial Revolving Credit Commitment (which shall be in a minimum amount of $25,000,000 and in minimum increments thereafter of $5,000,000) and the date on which such increase is requested to become effective (which shall be not less than 10 Business Days nor more than 60 days after the date of such notice and that, in any event, must be at least 180 days prior to the Maturity Date), and shall offer each Lender the opportunity to increase its Initial Revolving Credit Commitment by its Applicable Percentage of the proposed increased amount. Each Lender shall, by notice to the Borrower and the Administrative Agent given not more than 10 days after the date of delivery by the Administrative Agent of the Borrower’s request referred to above, either agree to increase its Initial Revolving Credit Commitment by all or a portion of the offered amount (each such Lender so agreeing being an “Increasing Lender”) or decline to increase its Revolving Credit Commitment (and any such Lender that does not deliver such a notice within such period of 10 days shall be deemed to have declined to increase its Revolving Commitment and each Lender so declining or being deemed to have declined being a “Non-Increasing Lender”). If on the 10th day after the Administrative Agent shall have delivered a copy of a request by the Borrower as set forth above, the Increasing Lenders shall have agreed pursuant to the preceding sentence to increase their Initial Revolving Credit Commitments by an aggregate amount less than the increase in the Initial Revolving Credit Commitment so requested by the Borrower, the Borrower may arrange for one or more banks or other entities that are Eligible Assignees, in each case reasonably acceptable to the Borrower and the Administrative Agent (each such Person so agreeing being an “Augmenting Lender”), to commit to making Revolving Credit Loans pursuant to a Revolving Credit Commitment hereunder in an amount no less than $10,000,000, and the Borrower and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence such Augmenting Lender’s Revolving Credit Commitment and/or its status as a Lender with a Revolving Credit Commitment hereunder. Any increase in the Initial Revolving Credit Commitment may be made in an amount that is less than the increase requested by the Borrower if the Borrower is unable to arrange for, or chooses not to arrange for, Augmenting Lenders.

The [[Organization A:Organization]] may, at any time but in any event not more than one time a year, by notice to the Administrative Agent, request that the aggregate amount of the Revolving Credit Commitments be increased by an amount of $25,000,000 or an integral multiple thereof (each a “Commitment Increase”) to be effective as of a date that is at least 90 days prior to the Termination Date (the “Increase Date”) as specified in the related notice to the Administrative Agent; provided, however that # in no event shall the aggregate amount of the Revolving Credit Commitments at any time exceed $2,000,000,000 and # on the related Increase Date, the applicable conditions set forth in Article III shall be satisfied. The [[Organization A:Organization]] may simultaneously # request one or more of the Lenders to increase the amount of its Revolving Credit Commitment and/or # arrange for one or more banks or financial institutions not a party hereto to become parties to and Lenders under this Agreement, pursuant to the terms and conditions set forth below.

The Borrowers shall have the right to increase the Revolving Commitments by obtaining additional Revolving Commitments, either from one or more of the Lenders or another lending institution provided that # any such request for an increase shall be in a minimum amount of $10,000,000, # the Borrower Representative, on behalf of the Borrowers, may make a maximum of four (4) such requests, # after giving effect thereto, the sum of the total of the additional Commitments does not exceed $60,000,000, # the Administrative Agent has approved the identity of any such new Lender, such approval not to be unreasonably withheld, # any such new Lender assumes all of the rights and obligations of a “Lender” hereunder, and # the procedure described in [Section 2.09(f)] have been satisfied. Nothing contained in this [Section 2.09] shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.