ServiceMagic 2012 Annual Report Download - page 292

obligations hereunder; provided that the Revolving Commitments of the Revolving Lenders are several and no Revolving Lender
shall be responsible for any other Revolving Lender’s failure to make Revolving Loans as required.
(c)
At the commencement of each Interest Period for any Eurocurrency Revolving Borrowing, such Borrowing
shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or comparable
amounts determined by the Administrative Agent in the case of Alternative Currency). At the time that each ABR Revolving
Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $1,000,000 and not less than
$5,000,000; provided that an ABR Revolving Borrowing may be in an aggregate principal amount that is equal to the entire unused
balance of the Total Revolving Commitments. Borrowings of more than one Type and Class may be outstanding at the same time;
provided that there shall not at any time be more than a total of 15 Eurocurrency Revolving Borrowings outstanding.
SECTION 2.02
Incremental Revolving Commitments .
(a)
The Borrower and one or more Lenders (including New Lenders reasonably acceptable to the Administrative
Agent, the Issuing Bank and the Swingline Lender) may from time to time agree that such Lenders shall incur Incremental
Revolving Commitments by executing and delivering to the Administrative Agent an Incremental Revolving Commitment
Activation Notice specifying (i) the amount of the Incremental Revolving Commitments and (ii) the applicable Incremental
Revolving Commitment Closing Date. Notwithstanding the foregoing, (1) (A) the aggregate principal amount of Incremental
Revolving Commitments shall not exceed $100,000,000, (B) no Incremental Revolving Commitments may be incurred if a Default
would be in existence immediately before or after giving pro forma effect thereto and to any concurrent transactions and any
substantially concurrent use of the proceeds thereof, and (C) after giving pro forma effect thereto and to any concurrent
transactions, the Consolidated Leverage Ratio shall be less than or equal to the Consolidated Leverage Ratio then required to be
maintained by the Borrower pursuant to Section 6.10, and (2) unless otherwise agreed by the Administrative Agent, (A) each
increase effected pursuant to this paragraph shall be in a minimum amount of at least $25,000,000 and (B) no more than four
Incremental Revolving Commitment Activation Notices may be delivered by the Borrower after the Closing Date. No existing
Lender shall have any obligation to incur any Incremental Revolving Commitments unless it agrees to do so in its sole discretion.
(b)
Any Incremental Revolving Commitment shall be on the same terms, pursuant to the same documentation,
and treated the same as the existing Revolving Facility and shall be considered to be part of the Revolving Facility.
(c) Any additional bank, financial institution or other Person that elects to become a new Lender under this
Agreement in connection with any transaction described in Section 2.02(a) shall execute a New Lender Supplement (each, a “ New
Lender Supplement ”), substantially in the form of Exhibit F-1, whereupon such bank, financial institution or other Person (a “
New
Lender ”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and
entitled to the benefits of this Agreement and the other Loan Documents.
(d)
Upon each increase in the establishment of any Incremental Revolving Commitments pursuant to this
Section 2.02, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned
to each Lender providing a portion of the Incremental Revolving Commitments (each an “ Incremental Revolving Lender ”) in
respect of such
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