Common use of Amortization of Term Loans Clause in Contracts

Amortization of Term Loans. (a) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Tranche B-2 Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-2 Term Loans outstanding on the Effective Date. (b) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Tranche B-3 Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-3 Term Loans outstanding on the Effective Date. (c) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to the extent not previously paid, all Initial Term Loans shall be due and payable on the applicable Term Loan Maturity Date. (d) Any prepayment of a Term Loan Borrowing of any Class shall be applied (i) in the case of prepayments made pursuant to Section 2.11(a) or (e), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (or, in the absence of such direction, to the remaining scheduled installments of principal of such Class in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, (ii) in the case of prepayments made pursuant to Section 2.11(c) or Section 2.11(d), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section in direct order of maturity, or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case of prepayments made pursuant to Section 2.11(k), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans in direct order of maturity. (e) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such election not later than 1:00 p.m., New York City time, on the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.

Amortization of Term Loans. (a) Subject to adjustment pursuant to Section 2.10(dparagraph (c) and subject to Section 2.11(i) and Section 9.04(b)(vii)of this Section, the Borrower shall repay the Tranche B-2 Term Loans A Borrowings on the last day Business Day of each April, July, October and January, commencing calendar quarter beginning with the first such date to occur following the second full fiscal quarter after the Effective Dateending June 30, 2014 in an aggregate principal amount equal to (i) 1.25% of the product of (x) 0.25% multiplied by (y) the initial aggregate principal amount of the Tranche B-2 Term A Loans outstanding for each calendar quarter ending on or before Xxxxx 00, 0000, (xx) 1.875% of the initial aggregate principal amount of the Term A Loans for each calendar quarter ending after March 31, 2015 and on or before Xxxxx 00, 0000, (xxx) 2.50% of the initial aggregate principal amount of the Term A Loans for each calendar quarter ending after March 31, 2016 and on or before March 31, 2017, (iv) 3.125% of the initial aggregate principal amount of the Term A Loans for each calendar quarter ending after March 31, 2017 and on or before March 31, 2018 and (v) 3.75% of the initial aggregate principal amount of the Term A Loans for each calendar quarter ending after March 31, 2018. The Borrower shall pay the entire remaining unpaid principal amount of the Term A Loan on the Effective DateTerm A Maturity Date (or in the case of any incremental Term A Loan, on such other maturity date applicable thereto). For the avoidance of doubt, for purposes of determining the amount of amortization required by this Section 2.11, the initial aggregate principal amount of the Term A Loans shall include the initial aggregate principal amount of each of the Term A-1 Loans and the Term A-2 Loans. (b) Subject to adjustment pursuant to Section 2.10(dparagraph (c) and subject to Section 2.11(i) and Section 9.04(b)(vii)of this Section, the Borrower shall repay the Tranche B-3 Term Loans B Borrowings on the last day Business Day of each April, July, October and January, commencing calendar quarter beginning with the first such date to occur following the second full fiscal quarter after the Effective Dateending June 30, 2014 in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) of the initial aggregate principal amount of the Tranche B-3 Term B Loan (and in addition, to the extent that any incremental Term B Loans outstanding shall be made pursuant to Section 2.09(d), in the additional agreed amortization amount for such incremental Term B Loans based on the Effective Dateinitial aggregate principal amount of such incremental Term B Loans on the last Business Day of each calendar quarter from and including the calendar quarter immediately succeeding the calendar quarter in which such incremental Term B Loans are made). The Borrower shall pay the entire remaining unpaid principal amount of the Term B Loan on the Term B Maturity Date (or in the case of any incremental Term B Loan, on such other maturity date applicable thereto). (c) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to the extent not previously paid, all Initial Term Loans shall be due and payable on the applicable Term Loan Maturity Date. (d) Any optional or mandatory prepayment of a Term Loan Borrowing of any Class shall be applied (i) first, in direct order of maturity to the case of prepayments made pursuant to Section 2.11(a) or (e), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (or, occurring in the absence twelve months following the date of such directionprepayment and (ii) second, ratably to the remaining scheduled installments of principal repayments of such Class in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, (ii) in the case of prepayments made pursuant to Section 2.11(c) or Section 2.11(d), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section in direct order of maturity, or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case of prepayments made pursuant to Section 2.11(k), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans in direct order of maturityBorrowings. (e) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such election not later than 1:00 p.m., New York City time, on the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.

Amortization of Term Loans. (a) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii)in accordance herewith, the Borrower shall repay to the Tranche B-2 Administrative Agent for the account of each applicable Lender the outstanding principal amount of (x) the Initial Dollar Term Loans on the last day Business Day of each April, July, October and January, fiscal quarter of the Borrower prior to the maturity date for Initial Dollar Term Loans (commencing with the first such date to occur following the second full fiscal quarter after the Effective Dateending March 31, 2021) in an aggregate a principal amount equal to the product of (x) 0.25% multiplied by of the original principal amount thereof immediately after the Borrowing of the Amendment No. 1 Dollar Term Loans on the Amendment No. 1 Effective Date (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 2.11(a) and/or Section 9.04(g) or increased as a result of any increase in the amount of such Initial Dollar Term Loans pursuant to Section 2.20), (y) solely prior to the aggregate Amendment No. 4 Effective Date, the 2023 Term Loans on the last Business Day of each fiscal quarter of the Borrower prior to the maturity date for 2023 Term Loans (commencing with the fiscal quarter ending December 31, 2023) in a principal amount equal to 0.25% of the Tranche B-2 original principal amount thereof immediately after the Borrowing of the 2023 Term Loans outstanding on the Amendment No. 3 Effective Date (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 2.11(a) and/or Section 9.04(g) or increased as a result of any increase in the amount of such 2023 Term Loans pursuant to Section 2.20) and (z) on and after the Amendment No. 4 Effective Date, the Amendment No. 4 Term Loans on the last Business Day of each fiscal quarter of the Borrower prior to the maturity date for the Amendment No. 4 Term Loans (commencing with the fiscal quarter ending September 30, 2024) in a principal amount equal to 0.25% of the original principal amount thereof immediately after the Borrowing of the Amendment No. 4 Term Loans on the Amendment No. 4 Effective Date (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 2.11(a) and/or Section 9.04(g) or increased as a result of any increase in the amount of such Amendment No. 4 Term Loans pursuant to Section 2.20). The Borrower shall repay Term Loans affected by any Loan Modification Offer, Incremental Term Loans and Other Term Loans in each case of any Class in such scheduled amortization installments and on such date or dates as shall be specified therefor in the applicable Loan Modification Agreement, Incremental Facility Amendment or Refinancing Amendment (as such payments may be reduced from time to time as a result of the application of prepayments in accordance with Section 2.11 and purchases or assignments in accordance with Section 9.04(g) or increased as a result of any increase in the amount of such Term Loans pursuant to Section 2.20). (b) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Tranche B-3 Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-3 Term Loans outstanding on the Effective Date. (c) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to To the extent not previously paid, all Initial Term Loans shall be due and payable on the applicable Term Loan Maturity Date. (dc) Any prepayment of a Term Loan Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied (i) in the case of prepayments made pursuant to Section 2.11(a) or (e), to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section 2.10 as directed by the Borrower (or, in the absence of and absent such direction, to the remaining scheduled installments of principal of such Class direction in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, ) and (ii) in the case of prepayments made pursuant to Section 2.11(c2.11(a)(ii) or Section 2.11(d), 2.11(c) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings Loans of such Class to be made pursuant to this Section 2.10, or, except as otherwise provided in any Refinancing Amendment or Loan Modification Offer, pursuant to the corresponding section of such Refinancing Amendment or Loan Modification Offer, as applicable, as directed by the Borrower (and absent such direction in direct order of maturity, or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case of prepayments made pursuant to Section 2.11(k), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans in direct order of maturity. (e) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such election not later than 1:00 p.m., New York City time, on the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.

Amortization of Term Loans. (a) Subject to adjustment pursuant to Section 2.10(dparagraph (b) and subject to Section 2.11(i) and Section 9.04(b)(vii)of this Section, the Borrower shall repay the Tranche B-2 Term Loans X-00 Xxxx Xxxxxxxxxx, Xxxx X-00 Loan Borrowings and Term B-3 Loan4 Borrowings on the last day Business Day of each Aprilof March, JulyJune, October September and JanuaryDecember (commencing on December 31, 2019 in the case of Term B-2 Loans and, commencing with on September 30, 2021 in the first such date to occur following case of Term B-3 Loans and commencing on September 30, 2022 in the second full fiscal quarter after case of Term B-4 Loans) in the Effective Date, in an aggregate principal amount equal to (i) in the product case of the Term B-1 Loans, (xA) in the case of each such installment due prior to the Term B-1 Loan Maturity Date, 0.25% multiplied by (y) of the aggregate original principal amount of the Tranche B-2 Term B-1 Loans outstanding as of the Third Amendment Effective Date (as reduced, to the extent applicable, prior to the Effective Date pursuant to the Existing Credit Agreement) and (B) in the case of the installment due on the Term B-1 Loan Maturity Date, the entire remaining balance of the Term B-1 Loan, (ii) in the case of the Term B-2 Loans, (A) in the case of each such installment due prior to the Term B-2 Loan Maturity Date, 0.25% of the aggregate original principal amount of the Term B-2 Loans outstanding as of the Effective Date and (B) in the case of the installment due on the Term B-2 Loan Maturity Date, the entire remaining balance of the Term B-2 Loan and, (iii) in the case of the Term B-3 Loans, (A) in the case of each such installment due prior to the Term B-3 Loan Maturity Date, 0.25% of the aggregate original principal amount of the Term B-3 Loans outstanding as of the Third Amendment to Credit Agreement Effective Date and (B) in the case of the installment due on the Term B-3 Loan Maturity Date, the entire remaining balance of the Term B-3 Loan. and (iii) in the case of the Term B-4 Loans, (A) in the case of each such installment due prior to the Term B-4 Loan Maturity Date, 0.25% of the aggregate original principal amount of the Term B-4 Loans outstanding as of the Fourth Amendment Effective Date and (B) in the case of the installment due on the Term B-4 Loan Maturity Date, the entire remaining balance of the Term B-4 Loan. (b) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Tranche B-3 Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-3 Term Loans outstanding on the Effective Date. (c) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to the extent not previously paid, all Initial Term Loans shall be due and payable on the applicable Term Loan Maturity Date. (d) Any prepayment of a Term Loan Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied (i) in the case of prepayments made pursuant to Section 2.11(a) or (e), to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (or, in the absence of and absent such direction, to the remaining scheduled installments of principal of such Class direction in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, ) and (ii) in the case of prepayments made pursuant to Section 2.11(c) or Section 2.11(d), shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section in direct order of maturitySection, or or, except as otherwise provided in any Extension AmendmentRefinancing Amendment or Loan Modification Offer, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case of prepayments made pursuant to Section 2.11(k)the corresponding section of such Refinancing Amendment or Loan Modification Offer, to reduce the subsequent scheduled repayments of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans as applicable, in direct order of maturity. (ec) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopyhand delivery or facsimile) of such election not later than 1:00 2:00 p.m., New York City time, on two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid. (d) Notwithstanding anything to the contrary in this Agreement, if on any date (the “Test Date”) (x) the maturity date for any of the then outstanding Other Debt shall fall within 91 days of the Test Date, (y) an amount in excess of $200,000,000 of the outstanding principal amount of such Other Debt shall remain outstanding and (z) the First Lien Leverage Ratio is in excess of 2.50 to 1.00, then each Term B-1 Loan Maturity Date shall automatically be accelerated to the Test Date and all of the Term B-1 Loans shall thereupon be due and payable on the Test Date, together with all interest and fees accrued thereon or in respect thereof and any amounts payable pursuant hereto, including Sections 2.15, 2.16 and 2.17.

Amortization of Term Loans. (a) Subject to adjustment pursuant to Section 2.10(dparagraph (b) and subject to Section 2.11(i) and Section 9.04(b)(vii)of this Section, the Borrower shall repay the Tranche Term B-1 Loan Borrowings and Term B-2 Term Loans Loan Borrowings on the last day Business Day of each Aprilof March, JulyJune, October September and JanuaryDecember (commencing on December 31, commencing with 2019 in the first such date to occur following case of Term B-2 Loans) in the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to (i) in the product case of the Term B-1 Loans, (xA) in the case of each such installment due prior to the Term B-1 Loan Maturity Date, 0.25% multiplied by (y) of the aggregate original principal amount of the Tranche B-2 Term B-1 Loans outstanding as of the Third Amendment Effective Date (as reduced, to the extent applicable, prior to the Effective Date pursuant to the Existing Credit Agreement) and (B) in the case of the installment due on the Term B-1 Loan Maturity Date, the entire remaining balance of the Term B-1 Loan, and (ii) in the case of Term B-2 Loans, (A) in the case of each such installment due prior to the Term B-2 Loan Maturity Date, 0.25% of the aggregate original principal amount of the Term B-2 Loans outstanding as of the Effective Date and (B) in the case of the installment due on the Term B-2 Loan Maturity Date, the entire remaining balance of the Term B-2 Loan. (b) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Tranche B-3 Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-3 Term Loans outstanding on the Effective Date. (c) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to the extent not previously paid, all Initial Term Loans shall be due and payable on the applicable Term Loan Maturity Date. (d) Any prepayment of a Term Loan Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied (i) in the case of prepayments made pursuant to Section 2.11(a) or (e), to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (or, in the absence of and absent such direction, to the remaining scheduled installments of principal of such Class direction in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, ) and (ii) in the case of prepayments made pursuant to Section 2.11(c) or Section 2.11(d), shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section in direct order of maturitySection, or or, except as otherwise provided in any Extension AmendmentRefinancing Amendment or Loan Modification Offer, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case of prepayments made pursuant to Section 2.11(k)the corresponding section of such Refinancing Amendment or Loan Modification Offer, to reduce the subsequent scheduled repayments of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans as applicable, in direct order of maturity. (ec) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopyhand delivery or facsimile) of such election not later than 1:00 2:00 p.m., New York City time, on two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid. (d) Notwithstanding anything to the contrary in this Agreement, if on any date (the “Test Date”) (x) the maturity date for any of the then outstanding Other Debt shall fall within 91 days of the Test Date, (y) an amount in excess of $200,000,000 of the outstanding principal amount of such Other Debt shall remain outstanding and (z) the First Lien Leverage Ratio is in excess of 2.50 to 1.00, then each Term B-1 Loan Maturity Date shall automatically be accelerated to the Test Date and all of the Term B-1 Loans shall thereupon be due and payable on the Test Date, together with all interest and fees accrued thereon or in respect thereof and any amounts payable pursuant hereto, including Sections 2.15, 2.16 and 2.17.

Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (e) of this Section 2.10(d) and subject to Section 2.11(iparagraph (c) and Section 9.04(b)(vii)of this Section, the Canadian Borrower shall repay Tranche A Term Borrowings (i) on March 31, June 30, September 30 and December 31 of each year prior to the Tranche B-2 Term Loans A Maturity Date, commencing on June 30, 2005, in an aggregate principal amount equal to $593,750, and (ii) on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Tranche A Maturity Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-2 Term Loans outstanding on the Effective Date$38,718,750. (b) Subject to adjustment pursuant to Section 2.10(dparagraph (e) and subject to Section 2.11(i) and Section 9.04(b)(vii)of this Section, the Global Borrower shall repay Tranche B Term Borrowings (i) on March 31, June 30, September 30 and December 31 of each year prior to the Tranche B-3 Term Loans B Maturity Date, commencing on June 30, 2005, in an aggregate principal amount equal to $875,000, and (ii) on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Tranche B Maturity Date, in an aggregate principal amount equal to $326,375,000. (c) Notwithstanding anything contained in this Section 2.10 and Section 2.11, prior to an Event of Default, (i) the product amount of all scheduled repayments of the Tranche A Term Loans required to be paid pursuant to Section 2.10(a) on or prior to the fifth anniversary of the Effective Date plus (xii) 0.25the amount of all mandatory prepayments of the Tranche A Term Loans made or required to be made pursuant to Section 2.11 or any other provision of this Agreement shall not, in the aggregate, at any time on or prior to the fifth anniversary of the Effective Date, exceed an amount equal to 25% multiplied by (y) of the aggregate principal amount of the Tranche B-3 A Term Loans outstanding made on the Effective Date; provided that the foregoing shall in no way preclude a Tranche A Lender from receiving principal payments in excess of the foregoing amounts upon or in connection with any Event of Default or voluntary prepayments of Tranche A Term Loans in accordance with Section 2.11. (cd) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to To the extent not previously paid, (i) all Initial Tranche A Term Loans shall be due and payable on the applicable Tranche A Maturity Date and (ii) all Tranche B Term Loan Loans shall be due and payable on the Tranche B Maturity Date. (de) Any prepayment of a Term Loan Borrowing of any either Class shall be applied (i) in the case of prepayments made pursuant to Section 2.11(a) or (e)first, to reduce the subsequent scheduled repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section as directed by during the Borrower (ortwelve-month period after the date of such prepayment, in the absence chronological order thereof, and (ii) after such scheduled repayments during such period have been reduced to zero by reason of such directionprepayment or any previous prepayments, ratably to the remaining scheduled installments of principal of such Class in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, (ii) in the case of prepayments made pursuant to Section 2.11(c) or Section 2.11(d), to reduce the subsequent scheduled repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section in direct order Section. If the aggregate principal amount of maturityTranche A Term Loans made on the Effective Date is less than $50,000,000 or the aggregate principal amount of Tranche B Term Loans made on the Effective Date is less than $350,000,000, or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case scheduled repayments of prepayments Term Borrowings of the applicable Class to be made pursuant to this Section 2.11(k), shall be reduced ratably by an aggregate amount equal to reduce the subsequent scheduled repayments of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans in direct order of maturitysuch shortfall. (ef) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower Canadian Borrower, in the case of Tranche A Borrowings, and Global, in the case of Tranche B Borrowings, shall select the Term Borrowing or Term Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such election selection not later than 1:00 p.m.11:00 a.m., New York City time, on three Business Days before the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.

Amortization of Term Loans. (a) Subject to adjustment pursuant to Section 2.10(dparagraph (c) and subject to Section 2.11(i) and Section 9.04(b)(vii)of this Section, the Borrower shall repay the Tranche B-2 Term Loans Borrowings on the last day Business Day of each AprilMarch, JulyJune, October September and JanuaryDecember (commencing on MarchSeptember 310, commencing 20189) in the principal amount of Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Amendment No. 1 Effective Date multiplied by (ii) (A) 1.25% with respect to each fiscal quarter ended on or prior to the first such date to occur following the second full fiscal quarter after anniversary of the Effective Date, in an aggregate principal amount equal (B) 2.50% with respect to each fiscal quarter ended after the first anniversary but on or prior to the product second anniversary of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-2 Term Loans outstanding on the Effective Date, (C) 2.50% with respect to each fiscal quarter ended after the second anniversary but on or prior to the third anniversary of the Effective Date and (iv) 2.50% with respect to each fiscal quarter ended after the third anniversary1.25%, with the remaining balance due on the 5-year anniversary of the Amendment No. 1 Effective Date (which, in each case, shall include at the Borrower’s election, such adjustments as are necessary in order to provide for the “fungibility” of any Incremental Term Increase); provided that the Borrower may elect, upon notice in writing to the Administrative Agent five Business Days prior to the scheduled repayment date, to make such payment one Business Day prior to the last Business day of such quarter; provided, further, that if any such date is not a Business Day, such payment shall be due on the next preceding Business Day. (b) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Tranche B-3 Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Tranche B-3 Term Loans outstanding on the Effective Date. (c) Subject to adjustment pursuant to Section 2.10(d) and subject to Section 2.11(i) and Section 9.04(b)(vii), the Borrower shall repay the Euro Tranche Term Loans on the last day of each April, July, October and January, commencing with the first such date to occur following the second full fiscal quarter after the Effective Date, in an aggregate principal amount equal to the product of (x) 0.25% multiplied by (y) the aggregate principal amount of the Euro Tranche Term Loans outstanding on the Effective Date. Without limiting the foregoing, to To the extent not previously paid, all Initial Term Loans shall be due and payable on the applicable Term Loan Maturity Date. (dc) Any prepayment of a Term Loan Borrowing of any Class shall be applied (i) in the case of prepayments made pursuant to Section 2.11(a) or (e), shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (or, in the absence of and absent such direction, to the remaining scheduled installments of principal of such Class direction in direct order of maturity), or as otherwise provided in any Extension Amendment, any Incremental Facility Amendment or Refinancing Amendment, ) and (ii) in the case of prepayments made pursuant to Section 2.11(c) or Section 2.11(d), ) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loan Borrowings of such Class to be made pursuant to this Section in direct order of maturity2.10, or or, except as otherwise provided in any Extension Amendment, any Incremental Facility Amendment, or Refinancing Amendment, and (iii) in the case of prepayments made pursuant to Section 2.11(k), to reduce the subsequent scheduled repayments corresponding section of the Term Loan Borrowings of the Tranche B-3 Term Loans and the Euro Tranche Term Loans such Refinancing Amendment in direct order of maturity. (ed) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopyhand delivery or facsimile) of such election not later than 1:00 2:00 p.m., New York City time, on one Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.