Commitment. The New Lender hereby severally agrees to commit to provide its Revolving Commitment under the Credit Agreement and each existing Lender hereby acknowledges its respective Revolving Commitment under the Credit Agreement, in each case, as set forth on Schedule A annexed hereto, on the terms and subject to the conditions set forth below, on April 27, 2018. Notwithstanding the foregoing, the effectiveness of the Revolving Commitments set forth in Schedule A shall be conditioned upon delivery to the Administrative Agent, on behalf of the New Lender, the documents required pursuant to Section 7(b) below.
New Lender. The New Lender acknowledges and agrees that upon its execution of this Amendment that the New Lender shall become a “Lender” and an “Issuing Bank” under, and for all purposes of, the Credit Agreement and the other Credit Documents, and shall be subject to and bound by the terms thereof, and shall perform all the obligations of and shall have all rights of a Lender and an Issuing Bank thereunder.
Certain Amendments. Subject to the satisfaction of the terms hereunder the Credit Agreement is hereby amended as follows:
(a) The following defined terms shall be added to Section 1.01 of the Credit Agreement in alphabetical order:
“Amendment No. 2” means Amendment No. 2 to this Agreement, dated as of April 27, 2018, by and among Wells Fargo, the Borrower and Credit Parties party thereto and Lenders and Issuing Banks party thereto.
“Consolidated Return” as defined in the definition of the term “Permitted Tax Distributions”.
“Holdings Group” as defined in the definition of the term “Permitted Tax Distributions”.
“Wells Fargo” means Wells Fargo Bank, National Association.
(b) The definition of “Credit Document” in Section 1.01 of the Credit Agreement is hereby amended by replacing the word “and” that is immediately before “all other” with a comma and inserting the following at the end of the sentence: “Amendment No. 1, and”.
(c) The definition of “Letter of Credit Pro Rata Share” in Section 1.01 of the Credit Agreement is hereby amended by deleting such definition and replacing it with the following: “means $62,500,000.00 for each of BNS, Natixis, HSBC Canada and Wells Fargo.
(d) Section 4.12 of the Credit Agreement is hereby amended by deleting the following sentence:
Holdings is treated as a partnership for U.S. Federal income Tax purposes.