Revolving Credit Commitment Reduction. After giving effect to reduction of Revolving Credit Commitments contemplated by this Amendment, on the effective date of this Amendment, the Revolving Facility Usage shall not exceed the aggregate Revolving Credit Commitments of the Lenders as so reduced.

Extended Revolving Credit Commitments. If the Maturity Date shall have occurred in respect of any Tranche of Revolving Credit Commitments at a time when another tranche or tranches of Revolving Credit Commitments is or are in effect with a longer Maturity Date, then on the earliest occurring Maturity Date all then outstanding Swingline Loans shall be repaid in full on such date (and there shall be no adjustment to the participations in such Swingline Loans as a result of the occurrence of such Maturity Date); provided, however, that if on the occurrence of such earliest Maturity Date (after giving effect to any repayments of Revolving Credit Loans and any reallocation of Letter of Credit participations as contemplated in [Section 2.03(k)]), no Default then exists or would result therefrom and there shall exist sufficient unutilized Extended Revolving Credit Commitments so that the respective outstanding Swingline Loans could be incurred pursuant the Extended Revolving Credit Commitments which will remain in effect after the occurrence of such Maturity Date, then there shall be an automatic adjustment on such date of the participations in such Swingline Loans and same shall be deemed to have been incurred solely pursuant to the relevant Extended Revolving Credit Commitments, and such Swingline Loans shall not be so required to be repaid in full on such earliest Maturity Date.

Reduction or Termination of Aggregate Revolving Commitments. The Company may permanently reduce the Aggregate Revolving Commitment in whole (thereby terminating all Revolving Commitments of the Lenders), or from time to time in part ratably among the Lenders in integral multiples of $10,000,000, upon at least three Business Days’ written notice to the Administrative Agent, which notice shall specify the amount of any such reduction and may be conditioned upon the consummation of replacement financing; provided that the amount of the Aggregate Revolving Commitment may not be reduced below the Aggregate Outstanding Revolving Credit Exposure.

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.

SECTION # Termination or Reduction of Revolving Credit Commitments 5754

Effect on Fees. Any termination or reduction of any Revolving Credit Commitments under this [Section 2.05] shall terminate or proportionately reduce the fees in respect of the Revolving Credit Facility accruing after the effective date of such termination or reduction including those under [Section 2.08].

Application of Commitment Reductions; Payment of Fees. The Administrative Agent will promptly notify the Lenders of any termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Revolving Credit Commitment under this [Section 2.06]. Upon any reduction of the Revolving Credit Commitments, the Revolving Credit Commitment of each Revolving Credit Lender shall be reduced by such Lender’s Applicable Revolving Credit Percentage of such reduction amount. All fees in respect of the Revolving Credit Facility accrued until the effective date of any termination of the Revolving Credit Facility shall be paid on the effective date of such termination.