Common use of Commitments Clause in Contracts

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Lender agrees, severally and not jointly, agrees (i) to make a Tranche D Term Loan, in Dollars, Loans to the Borrower on from time to time during the Second Restatement Date, Term Loan Availability Period in a principal amount not to exceed exceeding its Tranche D Term Loan Commitment, if any, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Borrower from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in such Lender's Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar 's Revolving Credit Commitment and Commitment, if any, (iii) to make Multicurrency Additional Incremental Term Loans to the Borrower under any Additional Incremental Facility during the period or on the date set forth in the applicable Additional Incremental Facility Agreement in a principal amount not exceeding its Additional Incremental Commitment in respect of such Additional Incremental Facility, if any, and (iv) to make Additional Incremental Revolving Loans to the Borrower, Borrower under any Additional Incremental Facility during the period set forth in Dollars or any Alternative Currency, the applicable Additional Incremental Facility Agreement in a principal amount not exceeding at any time and its Additional Incremental Revolving Commitment in respect of such Additional Incremental Facility, if any, (b) each Incremental Tranche A Lender agrees to make Incremental Tranche A Term Loans to the Borrower from time to time on or after during the Second Restatement DateIncremental Tranche A Term Loan Availability Period in a principal amount not exceeding its Incremental Tranche A Commitment, and until provided that the earlier of initial Borrowing under the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, Incremental Tranche A Facility shall be in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentless than $225,000,000 and shall occur on the First Incremental Borrowing Date. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans and Additional Incremental Revolving Loans. Amounts paid or prepaid repaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesLoans, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Additional Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth hereinhereof, each Lender agreeshaving a Revolving Credit Commitment severally agrees to make revolving credit loans ("Revolving Credit Loans") to the Borrower from time to time during the Revolving Credit Commitment Period in an aggregate principal amount at any one time outstanding not to exceed the amount of such Lender's Revolving Credit Commitment; provided, severally and not jointly, that no Lender shall be obligated to make Revolving Credit Loans to the Borrower hereunder in an aggregate principal amount at any one time outstanding exceeding (i) during the Tranche A Commitment Period, such Lender's Revolving Credit Commitment Percentage of the lesser of (A) $450,000,000 and (B) the aggregate Revolving Credit Commitments of all Lenders, (ii) during the Tranche B Commitment Period, such Lender's Revolving Credit Commitment Percentage of the lesser of (A) $1,200,000,000 and (B) the aggregate Revolving Credit Commitments of all Lenders and (iii) during the Tranche C Commitment Period, such Lender's Revolving Credit Commitment Percentage of the aggregate Revolving Credit Commitments of all Lenders. During the Revolving Credit Commitment Period the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Credit Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. (b) Subject to the terms and conditions hereof, each Lender having a Term Loan I Commitment severally agrees to make a term loan (collectively, the "Tranche D I Term Loan, in Dollars, Loans") to the Borrower on in a principal amount equal to the Second Restatement Dateamount of such Lender's Term Loan I Commitment, and each Lender having a Term Loan II Commitment severally agrees to make a term loan (collectively, the "Tranche II Term Loans") to the Borrower in a principal amount not to exceed its Tranche D the amount of such Lender's Term Loan II Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agreesThe Loans may from time to time be (i) Eurodollar Loans, severally (ii) ABR Loans or (iii) a combination thereof, as determined by the Borrower and not jointly, on the terms and subject notified to the conditions set forth herein and Administrative Agent in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedaccordance with subsection 2.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Closing Date, in the case of the First Amendment Incremental Term Loans, on the First Amendment Closing Date, or in the case of the 2021 Replacement Term Loans, on the Third Amendment Closing Date, or in the case of the Fourth Amendment Incremental Term Loans, on the Fourth Amendment Closing Date, in each case in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, (ii) each Second Incremental Term Loan Lender severally, and not jointly, agrees to make Dollar Second Amendment Incremental Term Loans to the Borrower on the Second Amendment Closing Date and (iii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to the Borrower, Borrower in Dollars, Dollars at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans and the Second Amendment Incremental Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Agreement, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Agreement. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agreeswith an Initial US Commitment severally, severally and not jointly, (i) agrees to make a Tranche D Term Loan, loans in Dollars, Dollars and/or any other Alternate Currency to the US Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Initial US Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such (i) the Initial US Revolving Credit Exposure exceeding the lesser of (A) the Initial US Commitments and (B) the US Borrowing Base, or (ii) such Lender’s Dollar Initial US Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Initial US Commitment. (b) Subject to the terms and conditions set forth herein, each Lender with an Initial Canadian Commitment severally, and (iii) not jointly, agrees to make Multicurrency Revolving Loans loans in Canadian Dollars, Dollars and/or any other Alternate Currency to the Borrower, in Dollars or any Alternative Currency, Canadian Borrower at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Initial Canadian Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would will not result in such (i) the Initial Canadian Revolving Credit Exposure exceeding the lesser of (A) the Initial Canadian Commitments and (B) the Canadian Borrowing Base, or (ii) such Lender’s Multicurrency Initial Canadian Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Initial Canadian Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Subject to the terms and conditions of this Agreement and any applicable Extension Amendment or Incremental Revolving Facility Amendment, each Lender having an Incremental Term Loan and each Additional Revolving Lender with any Additional Revolving Commitment hereby agreesfor a given Class severally, severally and not jointly, on the terms and subject agrees to make Additional Revolving Loans of such Class to the conditions set forth herein and in Borrowers, which Revolving Loans shall not exceed for any such Lender or Additional Revolving Lender at the applicable Incremental Term Loan Assumption Agreementtime of any incurrence thereof, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect Additional Revolving Commitment of Incremental Term Loans may not be reborrowedeach Class of Lender.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, agrees to (ix) to make a Tranche D Initial Dollar Term Loan, in Dollars, Loans to the Initial U.S. Borrower on the Second Restatement Date, Closing Date in a principal amount not to exceed its Tranche D Initial Dollar Term Loan Commitment, Commitment and (y) make separate Initial Euro Term Loans (in the amounts specified in their respective borrowing notices) to each of the Initial U.S. Borrower and the Initial Dutch Borrower on the Closing Date in an aggregate principal amount not to exceed its Initial Euro Term Loan Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Initial Revolving Loans to the Borrower, each Borrower in Dollars, Euros or any Alternate Currency at any time and from time to time on or and after the Second Restatement Closing Date (subject to the limitations on incurrence of Initial Revolving Loans on the Closing Date), and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the each Borrower may borrow, pay or prepay and reborrow re-borrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowedre-borrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the each applicable Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not equal to exceed its Tranche D Initial Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions set forth herein, each Delayed Draw Term Lender having an Incremental Revolving Credit Commitment hereby agreesseverally, severally and not jointly, on the terms and subject agrees to make “Delayed Draw Term Loans” to the conditions set forth herein and Borrower in the applicable Incremental Revolving Credit Assumption AgreementDollars from time to time (but in any event limited to three drawings, to make Incremental Revolving Loans to the Borrower, each in an a minimum aggregate principal amount of at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointlyleast $10,000,000), on any Business Day until the terms and subject to the conditions set forth herein and in the applicable Incremental Delayed Draw Term Loan Assumption Agreement, to make Incremental Term Loans to the BorrowerCommitment Termination Date, in an aggregate a principal amount not to exceed its Incremental Delayed Draw Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Delayed Draw Term Loans may not be reborrowed. Once funded, Delayed Draw Term Loans will initially be of the same Type and will have the same Interest Period as the Initial Term Loans (allocated pro rata if multiple Interest Periods shall be in effect at such time) outstanding at the time of the borrowing of such Delayed Draw Term Loan. (c) Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment or Incremental Facility Amendment, each Lender with an Additional Term Loan Commitment of a given Class, severally and not jointly, agrees to make Additional Term Loans of such Class to the Borrower, which Additional Term Loans shall not exceed for any such Lender at the time of any incurrence thereof the Additional Term Loan Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment or Incremental Facility Amendment.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Revolving Credit Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, Revolving Borrowers in Dollars, at any time and from time to time on or after the Second 2016 Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, hereof and in an aggregate principal amount at any time outstanding that will not result in (x) such Revolving Credit LenderXxxxxx’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar its Revolving Credit Commitment and or (iiiy) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Aggregate Revolving Credit Exposure exceeding such Lender’s Multicurrency the Total Revolving Credit CommitmentCommitments. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Term Loan Commitment (including a U.S. Term Loan Commitment or a European Term Loan Commitment on the 2016 Restatement Date) or an Other Revolving Credit Commitment hereby agreesCommitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borroweror Other Revolving Loans, in an aggregate principal amount not amount, to exceed its the Borrowers and on the terms and conditions set forth in the applicable Incremental Term Loan CommitmentAssumption Agreement. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (ia) to make a Tranche D Term Loan, in Dollars, term loan to the Borrower on the Second Restatement Date, Tender Offer Date in a an aggregate principal amount not to exceed its Tranche D Term Loan Commitmentthe Tender Facility Commitment of such Lender, (iib) to make Dollar Revolving Loans revolving loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, Tender Offer Date and until the earlier of the Revolving Credit Pre-Merger Facilities Maturity Date with respect to and the Dollar termination of the Pre-Merger Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding not to exceed the Pre-Merger Revolving Credit Commitment of such Lender, (c) to make term loans to the Borrower, at any time and from time to time during the Term Facility Availability Period, in an aggregate principal amount not to exceed the Term Facility Commitment of such Lender and (d) to make revolving loans to the Borrower, at any time and from time to time on or after the Merger Date and until the earlier of the Post-Merger Facilities Maturity Date and the termination of the Dollar Post-Merger Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar (i) the Post-Merger Revolving Credit Exposure of such Lender exceeding such Lender’s Dollar Revolving Credit Commitment and (iiiii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Post-Merger Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in clauses (b) and (d) of the preceding sentence sentence, the Borrower may borrow, pay or prepay and reborrow Pre-Merger Revolving Loans and Post-Merger Revolving Loans subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Tender Facility Loans and Term Facility Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth herein, each Lender agrees, severally and not jointly, forth: (i) each Term Loan Lender severally agrees to make a Tranche D the Term Loan, in Dollars, Loan to the Borrower Borrowers on the Second Restatement Effective Date, in a an aggregate principal amount not to exceed its Tranche D the amount of such Lender’s Term Loan Commitment, ; and (ii) each Delayed Draw Term Loan Lender severally agrees to make Dollar Revolving Loans term loans (collectively, the “Delayed Draw Term Loans”) to the Borrower, in Dollars, Borrower at any time and from time to time on or after the Second Restatement Effective Date and prior to the Delayed Draw Term Loan Commitment Expiry Date, and or until the earlier reduction of the Revolving Credit Maturity Date with respect its Delayed Draw Term Loan Commitment to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender zero in accordance with the terms hereof, in an amount requested by the Borrower not to exceed the amount of such Lender’s Delayed Draw Term Loan Commitment. (b) Notwithstanding the foregoing: (i) The aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Term Loan made on the Effective Date with respect to shall not exceed the Multicurrency Revolving Credit Commitment of such Lender and the termination Total Term Loan Commitment. Any principal amount of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid Term Loan which is repaid or prepaid in respect of Term Loans may not be reborrowed. (bii) Each Lender having an Incremental Revolving Credit The Total Delayed Draw Term Loan Commitment hereby agrees, severally shall automatically and not jointly, permanently be reduced to zero on the terms Delayed Draw Term Loan Commitment Expiry Date. The Borrower may borrow Delayed Draw Term Loans on and subject after the Effective Date and prior to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, Delayed Draw Term Loan Commitment Expiry Date in an aggregate principal amount at any time outstanding that will (inclusive of all Delayed Draw Term Loans, whenever made) not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit to exceed the Total Delayed Draw Term Loan Commitment. Within the limits set forth in the preceding sentence and , subject to the terms, conditions provisions and limitations set forth herein, . The aggregate principal amount of the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (cDelayed Draw Term Loans made pursuant to Section 2.01(a)(ii) Each Lender having an Incremental shall not exceed the Total Delayed Draw Term Loan Commitment hereby agrees, severally and there shall not jointly, on the terms and subject to the conditions set forth herein and be more than four (4) Delayed Draw Term Loans in the applicable Incremental aggregate. Any Delayed Draw Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid that is repaid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (a) each NAIC Tranche Lender agrees, severally and not jointly, (i) agrees to make a NAIC Tranche D Term Loan, Loans in Dollars, Dollars or in any Agreed Foreign Currency to one or more of the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Borrowers from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar Revolving NAIC Tranche Credit Exposure exceeding such Lender’s Dollar Revolving NAIC Tranche Commitment, (ii) the total NAIC Tranche Credit Commitment and Exposures exceeding the total NAIC Tranche Commitments or (iii) the Dollar Equivalent of the total Credit Exposure (net of any amounts Cash Collateralized with respect thereto) denominated in an Agreed Foreign Currency exceeding the Foreign Currency Sublimit Dollar Amount and (b) each Non-NAIC Tranche Lender agrees to make Multicurrency Revolving Non-NAIC Tranche Loans to the Borrower, in Dollars or in any Alternative Currency, at any time and Agreed Foreign Currency to one or more of the Borrowers from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that would will not result in (i) such Revolving Credit Lender’s Multicurrency Revolving Non-NAIC Tranche Credit Exposure exceeding such Lender’s Multicurrency Revolving Non-NAIC Tranche Commitment, (ii) the total Non-NAIC Tranche Credit CommitmentExposures exceeding the total Non-NAIC Tranche Commitments or (iii) the Dollar Equivalent of the total Credit Exposure (net of any amounts Cash Collateralized with respect thereto) denominated in an Agreed Foreign Currency exceeding the Foreign Currency Sublimit Dollar Amount. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the each Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowedunder each Tranche. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) From and including the Effective Date and prior to the Facility Termination Date, each Lender severally (and not jointly) agrees, on the terms and conditions set forth in this Agreement, to (i) make or allow there to be continued and converted Revolving Credit Loans denominated in any Syndicated Currency to the Company and (ii) participate in Swing Line Loans and Facility LCs issued upon the request of the Company, from time to time so long as after giving effect thereto (and to any other Credit Extension to be advanced or continued and to any concurrent repayment of Loans) (i) the USD Equivalent of the Aggregate Outstanding Revolving Credit Exposure of such Lender is equal to or less than its Revolving Credit Commitment, (ii) the USD Equivalent of the Aggregate Outstanding Revolving Credit Exposure of all Lenders does not exceed the Aggregate Revolving Credit Commitments and (iii) the USD Equivalent of the Aggregate Outstanding Credit Exposure of all Lenders does not exceed the Aggregate Commitments. Subject to the terms of this Agreement, the Company may borrow, repay and reborrow Revolving Credit Loans at any time prior to the Facility Termination Date. The Commitments to lend hereunder shall expire on the Facility Termination Date (or such earlier date as may be required pursuant to the provisions hereof). The LC Issuer will issue Facility LCs hereunder on the terms and conditions set forth in Section 2.19. (b) Subject to the terms and conditions set forth hereinof this Agreement and the applicable Alternate Currency Addendum, each Lender agreesfrom and including the later of the date of this Agreement and the date of execution of the applicable Alternate Currency Addendum and prior to the Facility Termination Date (unless an earlier termination date shall be specified in the applicable Alternate Currency Addendum), the Agent and the applicable Alternate Currency Lenders severally (and not jointly) agree, on the terms and conditions set forth in this Agreement and in the applicable Alternate Currency Addendum, to make or allow there to be continued Alternate Currency Advances under such Alternate Currency Addendum to the applicable Borrower party to such Alternate Currency Addendum from time to time in the applicable Alternate Currency, in an amount not to exceed each such Alternate Currency Lender's applicable Alternate Currency Commitment; provided, however, at no time shall (i) the USD Equivalent of the Aggregate Alternate Currency Commitments exceed $20,000,000, (ii) the USD Equivalent of the Alternate Currency Advances for any specific Alternate Currency exceed the aggregate of the Alternate Currency Commitments for that Alternate Currency, (iii) the USD Equivalent of the aggregate outstanding principal amount of the Alternate Currency Loans under any Alternate Currency Facility of any Lender exceed its Alternate Currency Commitment for such Alternate Currency Facility, and (iv) the USD Equivalent of the Aggregate Outstanding Credit Exposure of all Lenders exceed the Aggregate Commitments. Each Alternate Currency Advance shall consist of Alternate Currency Loans made by each applicable Alternate Currency Lender ratably in proportion to such Alternate Currency Lender's respective Alternate Currency Share. Subject to the terms of this Agreement and the applicable Alternate Currency Addendum, the Borrowers may borrow, repay and reborrow Alternate Currency Advances at any time prior to the Facility Termination Date. On the Facility Termination Date, the outstanding principal balance of the Alternate Currency Advances shall be paid in full by the applicable Borrower and prior to the Facility Termination Date prepayments of the Alternate Currency Advances shall be made by the applicable Borrower if and to the extent required by this Agreement. (c) If for any reason any applicable Alternate Currency Lender fails to make payment to the Agent of any amount due under this Agreement and the applicable Alternate Currency Addendum, the Agent shall be entitled to receive, retain and apply against such obligation the principal and interest otherwise payable to such Alternate Currency Lender hereunder until the Agent receives such payment from such Alternate Currency Lender or such obligation is otherwise fully satisfied. In addition to the foregoing, if for any reason any Alternate Currency Lender fails to make payment to the Agent of any amount due under this Agreement and the applicable Alternate Currency Addendum, such Alternate Currency Lender shall be deemed, at the option of the Agent, to have unconditionally and irrevocably purchased from the applicable Agent, without recourse or warranty, an undivided interest in and participation in the applicable Alternate Currency Advance in the amount such Alternate Currency Lender was required to pay pursuant to this Agreement and the applicable Alternate Currency Addendum, and such interest and such participation may be recovered from such Alternate Currency Lender together with interest thereon at the rate per annum equal to the Agent's cost of funds for each day during the period commencing on the date of demand by the Agent and ending on the date such obligation is fully satisfied. (d) The Company may, by written notice to the Agent request the establishment of additional Alternate Currency Facilities in additional Alternate Currencies (other than Syndicated Currencies) provided the USD Equivalent of the aggregate amount of all of the Alternate Currency Commitments does not exceed $20,000,000 (“Request for a New Alternate Currency Facility”). The Agent will promptly forward to the Lenders any Request for a New Alternate Currency Facility received from the Company; provided each Lender shall be deemed not to have agreed to such request unless its written consent thereto has been received by the Agent within ten (10) Business Days from the date of such notification by the Agent to such Lender; provided, further that any written consent delivered after the passage of such ten (10) Business Day period shall be effective with respect to such Lender. In the event that at least one Lender consents to such Request for a New Alternate Currency Facility, upon execution of the applicable Alternate Currency Addendum and the other documents, instruments and agreements required pursuant to this Agreement and such Alternate Currency Addendum, the new Alternate Currency Facility shall be established. Upon the establishment of any Alternate Currency Facility under this Section 2.1(d), the relevant Borrower may, at its option and upon ten (10) Business Days prior written notice to the Agent, activate the Alternate Currency Commitments established under such Alternate Currency Facility, which notice shall specify the Alternate Currency Commitment which is being activated, the amount of such activation stated in USD and the requested date of activation. (Such activation notice may be provided to the Agent at the time of the Request for a New Alternate Currency Facility in the event the Borrower desires to activate the Alternate Currency Commitment immediately upon establishment of the Alternate Currency Facility in which case no waiting period shall be operative and only the advance notice period required by Section 2.3(b)(ii) shall be required). Upon activation of such Alternate Currency Commitment of any Alternate Currency Lender, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan CommitmentAlternate Currency Loans may be made under such Alternate Currency Facility, (ii) to make Dollar the amount of such Alternate Currency Lender's Revolving Loans to Credit Commitment shall be immediately reduced by the Borroweramount of such Lender's new Alternate Currency Commitment, in Dollars, at any time and from time to time on or after (iii) the Second Restatement DateAggregate Revolving Credit Commitments shall be immediately reduced by the aggregate amount of such Alternate Currency Commitments, and until (iv) the earlier Pro Rata Share of the Revolving Credit Maturity Date with respect to Commitment of each Lender shall be recalculated by the Dollar Agent taking into effect the reduced Revolving Credit Commitment of such Lender Alternate Currency Lender. After activation of any Alternate Currency Commitment, the Borrower may from time to time thereafter deactivate such Alternate Currency Commitment upon ten (10) Business Days prior written notice to the Agent, specifying the Alternate Currency Commitment which is being deactivated, the amount of the Alternate Currency Commitment being deactivated stated in USD and the termination requested date of such deactivation. Upon deactivation of such Alternate Currency Commitment of any Alternate Currency Lender, (i) the amount of such Alternate Currency Lender's Revolving Credit Commitment shall be immediately increased by the amount of such Lender's Alternate Currency Commitment deactivated, (ii) the Aggregate Revolving Credit Commitments shall be immediately increased by the aggregate amount of such Alternate Currency Commitments deactivated, and (iii) the Pro Rata Share of the Dollar Revolving Credit Commitment of such each Lender in accordance with shall be recalculated by the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Agent taking into effect the increased Aggregate Revolving Credit Commitments. The Agent shall, upon any activation or deactivation under this Section 2.1(d), distribute a revised Schedule 1.1 (a) to all of the Lenders which shall indicate each Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar 's Revolving Credit Commitment and, if any, Alternate Currency Commitments, together with such Lender's Pro Rata Share of the Aggregate Commitments and (iiiAggregate Revolving Credit Commitments, which new Schedule 1.1(a) to make Multicurrency Revolving Loans to the Borrower, in Dollars or shall automatically supersede any Alternative Currency, at any time prior Schedule 1.1(a). Alternate Currency Commitments may be reactivated and deactivated from time to time on pursuant to this Section 2.1(d). (e) Except as otherwise required by applicable law, in no event shall the Agent or after Alternate Currency Lenders have the Second Restatement Dateright to accelerate the Alternate Currency Advances outstanding under any Alternate Currency Addendum or to terminate their Alternate Currency Commitments (if any), except that such Agent and Alternate Currency Lenders shall, in each case, have such rights upon an acceleration of the Loans and a termination of the Commitments pursuant to Section 8.1. (f) Immediately and automatically upon the occurrence of a Default under Sections 7.6 or 7.7, (A) each Lender shall be deemed to have unconditionally and irrevocably purchased from each Alternate Currency Lender, without recourse or warranty, an undivided interest in and participation in each Alternate Currency Loan ratably in accordance with such Lender's Pro Rata Share of the Aggregate Commitments, (B) immediately and automatically all Alternate Currency Loans shall be converted to and redenominated in USD equal to the USD Equivalent of each such Alternate Currency Loan determined as of the date of such conversion, and until (C) each Alternate Currency Lender shall be deemed to have unconditionally and irrevocably purchased from each Lender, without recourse or warranty, an undivided interest in and participation in each Revolving Credit Loan and each LC Obligation ratably in accordance with such Lender's Pro Rata Share of the earlier Aggregate Commitments. Each of the Lenders shall pay to the applicable Alternate Currency Lender not later than two (2) Business Days following a request for payment from such Lender, in USD, an amount equal to the undivided interest in and participation in the Alternate Currency Loan purchased by such Lender pursuant to this Section 2.1(f), and each of the Alternate Currency Lenders shall pay to the applicable Lender not later than two (2) Business Days following a request for payment from such Lender, in USD, an amount equal to the undivided interest in and participation in the Revolving Credit Maturity Date Loans and LC Obligations purchased by such Alternate Currency Lender pursuant to this Section 2.1(f), it being the intent of the Lenders that following such equalization payments, each Lender shall hold its Pro Rata Share of the Aggregate Outstanding Credit Exposure based on its Pro Rata Share of the Aggregate Commitments. In the event that any Lender fails to make payment to any other Lender of any amount due under this Section 2.1(f), the Agent shall be entitled to receive, retain and apply against such obligation the principal and interest otherwise payable to such Lender hereunder until the Agent receives from such Lender an amount sufficient to discharge such Lender's payment obligation as prescribed in this Section 2.1(f) together with respect interest thereon at the rate per annum equal to the Multicurrency Revolving Credit Commitment Agent's cost of such Lender and funds for each day during the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, period commencing on the terms date of demand by the Agent and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, ending on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborroweddate such obligation is fully satisfied.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, : (i) to make a Tranche D Term Loan, in Dollars, A Loan to Borrower at any time prior to the Borrower on the Second Restatement Tranche A Commitment Termination Date, in an amount equal to the portion of such Lender's Tranche A Commitment as requested by Borrower to be made on such day (subject to a maximum of one drawing) in the aggregate principal amount not to exceed at any time its outstanding Tranche D Term Loan Commitment, A Commitment and (ii) to make Dollar Tranche B Loans to Borrower at any time prior to the Tranche B Commitment Termination Date, in an amount equal to the portion of such Lender's Tranche B Commitment as requested by Borrower to be made on such day (subject to a maximum of two total drawings, the first of which shall be made on the Initial Funding Date) in the aggregate principal amount not to exceed at any time its outstanding Tranche B Commitment; and (b) to make Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and Initial Funding Date until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender's Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar 's Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence clause (b) above and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, agrees (ia) to make a Tranche D Term Loan, A USD Loan in Dollars, Dollars to the Parent Borrower on the Second Restatement Date, Effective Date in a an aggregate principal amount not exceeding its Term A USD Commitment, (b) to exceed make a Term A EUR Loan in Euros to the Parent Borrower on the Restatement Effective Date in an aggregate principal amount not exceeding its Tranche D Term Loan A EUR Commitment, (c) to make Term B USD Loans in Dollars to the Parent Borrower on the Restatement Effective Date in an aggregate principal amount not exceeding its Term B USD Commitment, (d) to make Term B EUR Loans in Euro to the Parent Borrower on the Restatement Effective Date in an aggregate principal amount not exceeding its Term B EUR Commitment and (e) to make USD/Multicurrency Revolving Loans in Dollars or Alternative Currencies to the Parent Borrower, the Dutch Borrower and any Additional Borrowers from time to time during the Revolving Availability Period in an aggregate principal amount that will not result in (i) the Dollar Equivalent of such Lender’s USD/Multicurrency Revolving Exposure exceeding such Lender’s USD/Multicurrency Revolving Commitment, (ii) to make the aggregate Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier Equivalent of the USD/Multicurrency Revolving Credit Maturity Date with respect to Exposure of all Lenders exceeding the Dollar aggregate USD/Multicurrency Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and all Lenders or (iii) to make the Dollar Equivalent of the aggregate Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to Exposure exceeding the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentSublimit. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid repaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject . Notwithstanding anything herein or in any other Loan Document to the conditions set forth herein and in contrary, (i) the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental proceeds of the Revolving Loans incurred by the Dutch Borrower will be made available solely to and received solely by the Dutch Borrower, (ii) the Dutch Borrower will not, and will not have any obligation to, guarantee the Obligations of the Parent Borrower, the Guarantors or any other obligor under the Loan Documents and (iii) the Dutch Borrower will not, and will not have any obligation to, pledge or otherwise xxxxx x Xxxx on any of its assets with respect to any of the Obligations (including with respect to any Loans made to the Dutch Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans). (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth hereinhereof, each Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, revolving credit loans denominated in Dollars, Dollars ("Dollar Revolving Loans") to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Period in an aggregate principal amount at any one time outstanding that will which, when added to such Lender's Revolving Percentage of the Outstanding Committed Extensions of Credit, shall not result in exceed such Revolving Credit Lender’s 's Commitment. The Borrower shall not request and no Lender shall be required to make any Dollar Revolving Credit Exposure exceeding Loan if, after making such Lender’s Dollar Revolving Loan, the Total Outstanding Extensions of Credit shall exceed the Total Commitments then in effect. During the Commitment Period, the Borrower may use the Commitments by borrowing, prepaying and (iii) to make Multicurrency reborrowing the Dollar Revolving Loans to the Borrowerin whole or in part, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender all in accordance with the terms and conditions hereof. The failure of any Lender to make any Dollar Revolving Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender's failure to make Dollar Revolving Loans as required. The Dollar Revolving Loans may from time to time be Eurocurrency Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2(a) and 2.18. (b) The Borrower shall repay all outstanding Dollar Revolving Loans borrowed by it on the earlier of the Termination Date and the date on which the Dollar Revolving Loans shall become due and payable in accordance with Section 7. (c) Subject to the terms and conditions hereof (including, without limitation, Section 2.31), each Multicurrency Lender severally agrees, from time to time during the Commitment Period, to make revolving credit loans denominated in one or more Foreign Currencies ("Multicurrency Loans") to the Borrower in an aggregate principal amount (based on the Dollar Equivalent of such Multicurrency Loans) at any one time outstanding that would which (a) shall not result in exceed such Revolving Credit Multicurrency Lender’s 's Multicurrency Revolving Credit Exposure exceeding Subcommitment and (b) when added to such Lender’s Multicurrency 's Revolving Credit Percentage of the Outstanding Committed Extensions of Credit, shall not exceed such Lender's Commitment. Within The Borrower shall not request and no Multicurrency Lender shall be required to make any Multicurrency Loan if, after making such Multicurrency Loan (i) the limits set forth Total Outstanding Extensions of Credit shall exceed the Total Commitments then in effect or (ii) the preceding sentence and subject to Dollar Equivalent of the terms, conditions and limitations set forth hereinaggregate outstanding Multicurrency Loans shall exceed the Multicurrency Sublimit. During the Commitment Period, the Borrower may borrow, pay or prepay and reborrow Revolving Multicurrency Loans. Amounts paid , in whole or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreespart, severally and not jointly, on all in accordance with the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving hereof. All Multicurrency Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving shall be Eurocurrency Loans. (cd) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, The Borrower shall repay all outstanding Multicurrency Loans borrowed by it on the terms earlier of the Termination Date and subject to the conditions set forth herein date on which the Multicurrency Loans shall become due and payable in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedaccordance with Section 7.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender severally, each Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, ; (ii) each Initial Revolving Lender severally, and not jointly, agrees to make Dollar Revolving Loans to the Borrower in Dollars as may be requested by the Borrower, in Dollars, at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and Commitment; and (iii) each Initial Delayed Draw Term Lender severally, and not jointly, agrees to make Multicurrency Revolving Initial Delayed Draw Term Loans to the Borrower, Borrower in Dollars or any Alternative Currency, in a principal amount not to exceed its Initial Delayed Draw Term Loan Commitment at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of (i) the Revolving Credit Maturity Initial Delayed Draw Term Loan Commitment Termination Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and (ii) the termination of the Multicurrency Revolving Credit Initial Delayed Draw Term Loan Commitment of such Initial Delayed Draw Term Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Initial Delayed Draw Term Loans and Initial Term Loans are the same Class of Term Loans for all purposes under this Agreement. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Revolving Loans may borrowconsist of ABR Loans, pay LIBO Rate Loans, or prepay a combination thereof, and reborrow Revolving Loansmay be borrowed, paid, repaid and reborrowed. Amounts paid or prepaid in respect of Term the Initial Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment, or Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Dollar Tranche Lender agrees, severally and not jointly, (i) agrees to make a revolving credit loans in dollars ("Dollar Tranche D Term Loan, in Dollars, Revolving Loans") to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s 's Dollar Tranche Revolving Credit Exposure exceeding such Lender’s 's Dollar Tranche Commitment or (ii) the sum of the Dollar Tranche Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to Exposures exceeding the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmenttotal Dollar Tranche Commitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Dollar Tranche Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on Subject to the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreementherein, each Multi-Currency Tranche Lender agrees to make Incremental revolving credit loans in dollars, Euros or Canadian Dollars ("Multi-Currency Tranche Revolving Loans Loans") to the Borrower, Borrower from time to time during the Availability Period in an aggregate principal amount at any time outstanding that will not result in (a) such Lender’s Incremental 's Multi-Currency Tranche Revolving Credit Exposure exceeding such Lender’s Incremental 's Multi-Currency Tranche Commitment, or (b) the sum of the Multi-Currency Tranche Revolving Credit CommitmentExposures exceeding the total Multi-Currency Tranche Commitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Multi-Currency Tranche Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, (i) each Funded Term Loan Lender agrees, severally and not jointly, (i) to make a Tranche D Funded Term Loan, in Dollars, Loan to the Borrower on the Second Restatement Closing Date, in a principal amount not to exceed its Tranche D Funded Term Loan Commitment, (ii) each Delayed Draw Term Loan Lender agrees, severally and not jointly, to make Dollar Delayed Draw Term Loans to the Borrower from time to time during the period commencing on the date hereof and ending on the Delayed Draw Commitment Termination Date, in an aggregate principal amount not to exceed its Delayed Draw Term Loan Commitment, and (iii) each Revolving Credit Lender agrees, severally and not jointly, to make Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Datedate hereof, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in clause (iii) of the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on Subject to the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, relying upon the Borrower may borrow, pay or prepay representations and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions warranties set forth herein and in the applicable Incremental Term Loan Assumption Agreement, each Lender having an Incremental Term Loan Commitment agrees, severally and not jointly, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on On the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreementof this Agreement (including Article V), each Lender agrees to make Incremental Revolving Loans loans ("Loans") to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject Borrowers equal to the terms, conditions and limitations set forth herein, aggregate amount of the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, Borrowing of Loans requested by the Borrowers to be made pursuant to the Commitments on such day described in this Section 2.1. On the terms and subject to the conditions set forth herein hereof, the Borrowers may from time to time borrow and prepay Tranche A Loans and Tranche B Loans but may not reborrow any amounts paid or pre-paid in respect of Tranche C Loans. SECTION 2.1.1. TRANCHE A COMMITMENT. From time to time on any Business Day during the period from and after the Effective Date to the earlier to occur of (x) Tranche A Availability Termination Date and (y) any Commitment Termination Date relating to all Commitments or to the Tranche A Commitment, each Lender will make Tranche A Loans to the Borrowers equal to the amount of the Tranche A Loan requested by the Borrowers, subject to the limitations in this Section 2.1, to be made on such day in the applicable Incremental Term Loan Assumption Borrowing Request therefor. The Borrowers acknowledge that, as of October 26, 1998, the aggregate outstanding principal amount of all Loans (as defined under the Existing Agreement) is $22,566,762.16. SECTION 2.1.2. TRANCHE B COMMITMENT. From time to time on any Business Day during the period from and after the Effective Date to the earlier to occur of (x) Tranche B Availability Termination Date, and (y) any Commitment Termination Date relating to all Commitments or to the Tranche B Commitment, each Lender will make Incremental Term Tranche B Loans to the BorrowerBorrowers equal to the aggregate amount of the Tranche B Loan requested by the Borrowers, subject to the limitations in an aggregate principal amount not this Section 2.1, to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid be made on such day in respect of Incremental Term Loans may not be reborrowedthe applicable Borrowing Request therefor.

Commitments. (a) Subject to the terms and conditions set forth herein, each US Tranche Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after during the Second Restatement Date, and until the earlier of the Availability Period US Tranche Revolving Credit Maturity Date with respect Loans in US Dollars to the Dollar Revolving Credit Commitment of such Lender Company and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Borrowing Subsidiaries in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar US Tranche Revolving Credit Exposure exceeding such Lender’s Dollar US Tranche Commitment, (ii) the sum of the total US Tranche Revolving Credit Commitment and Exposures exceeding the total US Tranche Commitments or (iii) the sum of the total Revolving Credit Exposures plus the total Competitive Loan Exposures exceeding the total Commitments. (b) Subject to the terms and conditions set forth herein, each Multicurrency Tranche Lender agrees to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on during the Availability Period Multicurrency Tranche Revolving Loans in US Dollars or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect a Designated Foreign Currency to the Multicurrency Revolving Credit Commitment of such Lender Company and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding Borrowing Subsidiaries that would will not result in (i) such Revolving Credit Lender’s Multicurrency Tranche Revolving Credit Exposure exceeding such Lender’s Multicurrency Tranche Commitment, (ii) the sum of the total Multicurrency Tranche Revolving Credit Commitment. Exposures exceeding the total Multicurrency Tranche Commitments or (iii) the sum of the total Revolving Credit Exposures plus the total Competitive Loan Exposures exceeding the total Commitments. (c) Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowedduring the Availability Period. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment[reserved], (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject Each Dollar Lender severally agrees, subject to and on the terms and conditions set forth hereinof this Agreement, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after any Business Day during the Second Restatement period from and including the Closing Date to but excluding the Termination Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding not exceeding its Dollar Commitment, provided that will not result in no Borrowing of Dollar Loans shall be made if, immediately after giving effect thereto (and to any concurrent repayment of Dollar Swingline Loans with proceeds of Dollar Loans made pursuant to such Borrowing), (y) the Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding of any Dollar Lender would exceed its Dollar Commitment at such Lender’s time or (z) the Aggregate Revolving Dollar Revolving Credit Commitment Exposure would exceed the aggregate Dollar Commitments at such time. Subject to and on the terms and conditions of this Agreement, the Borrower may borrow, repay and reborrow Dollar Loans. (iiib) Each Multicurrency Lender severally agrees, subject to and on the terms and conditions of this Agreement, to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after any Business Day during the Second Restatement period from and including the Closing Date to but excluding the Termination Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding not exceeding its Multicurrency Commitment, provided that would not result in no Borrowing of Multicurrency Loans shall be made if, immediately after giving effect thereto (and to any concurrent repayment of Multicurrency Swingline Loans with proceeds of Multicurrency Loans made pursuant to such Borrowing), (y) the Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding of any Multicurrency Lender would exceed its Multicurrency Commitment at such Lender’s time or (z) the Aggregate Revolving Multicurrency Revolving Credit CommitmentExposure would exceed the aggregate Multicurrency Commitments at such time. Within Subject to and on the limits set forth in the preceding sentence terms and subject to the terms, conditions and limitations set forth hereinof this Agreement, the Borrower may borrow, pay or prepay repay and reborrow Revolving Multicurrency Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (bc) Each The Swingline Lender having an Incremental Revolving Credit Commitment hereby agrees, severally subject to and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption of this Agreement, to make Incremental Revolving Loans loans in Dollars (each, a “Dollar Swingline Loan”) to the BorrowerBorrower under the Dollar Commitments, from time to time on any Business Day during the period from the Closing Date to but excluding the Swingline Maturity Date (or, if earlier, the Termination Date), in an aggregate principal amount at any time outstanding not exceeding the Dollar Swingline Commitment. Dollar Swingline Loans may be made even if the aggregate principal amount of Dollar Swingline Loans outstanding at any time, when added to the aggregate principal amount of the Dollar Loans made by the Swingline Lender and its Letter of Credit Exposure in its capacity as a Dollar Lender outstanding at such time, would exceed the Swingline Lender’s own Dollar Commitment at such time, but provided that will no Borrowing of Dollar Swingline Loans shall be made if, immediately after giving effect thereto, (x) the Revolving Dollar Credit Exposure of any Dollar Lender would exceed its Dollar Commitment at such time, (y) the Aggregate Revolving Dollar Credit Exposure would exceed the aggregate Dollar Commitments at such time or (z) any Dollar Lender is at such time a Defaulting Lender hereunder, unless the aggregate Dollar Swingline Exposure of such Lender has been reallocated pursuant to Section 2.21(c)(i) and any amount not result in reallocated has been cash collateralized pursuant to Section 2.21(c)(ii) or the Swingline Lender has entered into other satisfactory arrangements with the Borrower or such Lender to eliminate the Swingline Lender’s risk with respect to such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within Subject to and on the limits set forth in the preceding sentence terms and subject to the terms, conditions and limitations set forth hereinof this Agreement, the Borrower may borrow, pay or prepay repay (including by means of a Borrowing of Dollar Loans pursuant to Section 2.2(e)) and reborrow Incremental Revolving Dollar Swingline Loans. (cd) Each The Swingline Lender having an Incremental Term Loan Commitment hereby agrees, severally subject to and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption of this Agreement, to make Incremental Term Loans loans in any Foreign Currency (each, a “Multicurrency Swingline Loan,” and collectively with the Dollar Swingline Loans, the “Swingline Loans”) from time to time on any Business Day during the Borrowerperiod from the Closing Date to but excluding the Swingline Maturity Date (or, if earlier, the Termination Date), in an aggregate principal amount at any time outstanding not exceeding the Multicurrency Swingline Commitment. Multicurrency Swingline Loans may be made even if the aggregate Dollar Amount of Multicurrency Swingline Loans outstanding at any time, when added to the Dollar Amount of the Multicurrency Loans made by the Swingline Lender in its capacity as a Multicurrency Lender outstanding at such time, would exceed the Swingline Lender’s own Multicurrency Commitment at such time, but provided that no Borrowing of Multicurrency Swingline Loans shall be made if, immediately after giving effect thereto, (x) the Revolving Multicurrency Credit Exposure of any Multicurrency Lender would exceed its Incremental Term Loan CommitmentMulticurrency Commitment at such time, (y) the Aggregate Revolving Multicurrency Credit Exposure would exceed the aggregate Multicurrency Commitments at such time or (z) any Multicurrency Lender is at such time a Defaulting Lender hereunder, unless the aggregate Multicurrency Swingline Exposure of such Lender has been reallocated pursuant to Section 2.21(c)(i) and any amount not reallocated has been cash collateralized pursuant to Section 2.21(c)(ii) or the Swingline Lender has entered into other satisfactory arrangements with the Borrower or such Lender to eliminate the Swingline Lender’s risk with respect to such Lender. Amounts paid or prepaid in respect Subject to and on the terms and conditions of Incremental Term this Agreement, the Borrower may borrow, repay (including by means of a Borrowing of Multicurrency Loans may not be reborrowedpursuant to Section 2.2(e)) and reborrow Multicurrency Swingline Loans.

Commitments. (a) Subject to On the terms and subject to the conditions set forth hereinherein and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, each Lender agrees, agrees severally and not jointly, jointly to make (i) Tranche A Loans to make a Tranche D Term Loanthe U.S. Borrower, in Dollarsdollars, on the Closing Date and on one other date on or prior to the Borrower on the Second Restatement Delayed Draw Termination Date, in a an aggregate principal amount for all such Tranche A Loans not to exceed its Tranche D Term Loan A Commitment, (ii) to make Dollar Domestic Revolving Loans to the U.S. Borrower, in Dollarsdollars, at any time and from time to time on or after the Second Restatement Date, Closing Date and until prior to the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Domestic Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Domestic Revolving Credit Exposure (plus its Pro Rata Percentage of the Aggregate Competitive Loan Exposures) exceeding such Lender’s Dollar Domestic Revolving Credit Commitment and Commitment, (iii) to make Multicurrency Revolving Loans to the BorrowerU.S. Borrower in dollars, in Canadian Dollars or any Alternative CurrencyAustralian Dollars, the Canadian Borrower in dollars or Canadian Dollars, or the Australian Borrower in Australian Dollars, at any time and from time to time on or after the Second Restatement Date, Closing Date and until prior to the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would will not result in (x) such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment or (y) the Aggregate Multicurrency Revolving Credit Exposure attributable to Loans to, and Letters of Credit issued for the account of, (A) the U.S. Borrower in Australian Dollars, the Australian Borrower and the New Zealand Borrower exceeding the ANZ Sublimit or (B) the U.S. Borrower in Canadian Dollars and the Canadian Borrower exceeding the Canadian Sublimit and (iv) U.K. Revolving Loans to the U.S. Borrower in dollars, Pounds or Euros or the U.K. Borrower in Pounds or Euro, at any time and from time to time on or after the Closing Date and prior to the earlier of the Revolving Credit Maturity Date and the termination of the U.K. Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s U.K. Revolving Credit Exposure exceeding such Lender’s U.K. Revolving Credit Commitment. Within the limits set forth in the preceding first sentence of this Section 2.01 and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesor an Incremental Term Loan Commitment, severally and not jointly, hereby agrees, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption AgreementAgreement and in reliance on the representations and warranties set forth herein and in the other Loan Documents, to make Incremental Revolving Loans or Incremental Term Loans, as applicable, to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the BorrowerBorrowers, in an aggregate principal amount not to exceed its Incremental Revolving Credit Commitment or Incremental Term Loan Commitment, as applicable. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Term Lender with a Closing Date Term Commitment agrees, severally and not jointly, to make Closing Date Term Loans on the Closing Date in Dollars to (i) OPC in a principal amount not to exceed the OPC Closing Portion of such Term Lender’s Closing Date Term Commitment, (ii) OBI in a principal amount not to exceed the OBI Closing Portion of such Term Lender’s Closing Date Term Commitment, (iii) OBII in an principal amount not to exceed the OBII Closing Portion of such Term Lender’s Closing Date Term Commitment and (iv) Valkyrie in a principal amount not to exceed the Valkyrie Closing Portion of such Term Lender’s Closing Date Term Commitment, Amounts paid or prepaid in respect of the Closing Date Term Loans may not he reborrowed. Subject to the terms and conditions set forth herein, each Revolving Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, Borrowers in Dollars, at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Revolving Loans the Outstanding Amount of such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding shall not exceed such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay repay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on On the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth hereinFirst Amendment Effective Date, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an 2016 Incremental Term Loan Commitment hereby agrees, severally and not jointly, on shall be funded in accordance with the terms and subject to of the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedFirst Amendment.

Commitments. (a) Subject to the terms and conditions set forth herein, each Term Lender agrees, severally and not jointly, to make Term Loans on the Closing Date in Dollars to (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, OPC in a principal amount not to exceed its Tranche D the OPC Portion of such Term Loan Lender’s Term Commitment, (ii) OBI in a principal amount not to exceed the OBI Portion of such Term Lender’s Term Commitment, (iii) OBII in an principal amount not to exceed the OBII Portion of such Term Lender’s Term Commitment and (iv) Valkyrie in a principal amount not to exceed the Valkyrie Portion of such Term Lender’s Term Commitment. Subject to the terms and conditions set forth herein, each Revolving Lender agrees, severally and not jointly, to make Dollar Revolving Loans to the Borrower, Borrowers in Dollars, at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Revolving Loans the Outstanding Amount of such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding shall not exceed such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay repay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on Subject to the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption of this Agreement, to make Incremental Revolving Loans to the Borrower, in each Additional Lender with an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Additional Term Commitment for a given Class of Incremental Term Loan Commitment hereby agrees, Loans severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, agrees to make Incremental Term Loans to the BorrowerBorrowers, in an aggregate principal amount which Incremental Term Loans shall not to exceed its for any such Additional Lender at the time of any incurrence thereof, the Additional Term Commitment of such Additional Lender for such Class on the respective Incremental Term Loan CommitmentBorrowing Date. Amounts paid repaid or prepaid in respect of such Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, agrees (ia) to make a Tranche D A Term Loan, Loan denominated in Dollars, dollars to the Borrower on the Second Restatement Date, Effective Date in a principal amount not to exceed exceeding its Tranche D A Term Loan Commitment, (iib) to make Dollar a Tranche B Term Loan denominated in dollars to the Borrower on the Effective Date in a principal amount not exceeding its Tranche B Term Commitment, (c) to make Revolving Loans denominated in dollars to the Borrower, in Dollars, at any time and Borrower from time to time on or after the Second Restatement Datetime, and until the earlier of in each case during the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereofAvailability Period, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment or the Aggregate Dollar Revolving Exposure exceeding the Aggregate Dollar Revolving Commitment and (iiid) to make Multicurrency Revolving Loans denominated in dollars or in any Permitted Foreign Currency to the Borrower, in Dollars or any Alternative Currency, at any time and Borrower from time to time on or after the Second Restatement Datetime, and until the earlier of in each case during the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereofAvailability Period, in an aggregate principal amount at any time outstanding that would will not result in such Revolving Credit Lender’s Multicurrency Multi-Currency Revolving Credit Exposure exceeding such Lender’s Multicurrency Multi-Currency Revolving Credit Commitment or the Aggregate Multi-Currency Revolving Exposure exceeding the Aggregate Multi-Currency Revolving Commitment; provided that in the case of clauses (c) and (d) above, the aggregate principal amount of Revolving Loans made by the Revolving Lenders to the Borrower on the Effective Date shall not exceed $50,000,000. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid repaid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject . Notwithstanding anything to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth contrary contained herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. funded portion of each (ci) Each Lender having an Incremental Tranche A Term Loan Commitment hereby agrees(i.e., severally and not jointly, the amount advanced in cash to the Borrower on the terms Effective Date) shall be equal to 99.50% to 99.75% (as separately agreed between the Borrower and subject the Administrative Agent) of the principal amount of such Tranche A Term Loan (it being agreed that the Borrower shall be obligated to repay 100.00% of the principal amount of each such Tranche A Term Loan, the Tranche A Term Loans shall amortize based on 100.00% of the principal amount of each Tranche A Term Loan and interest shall accrue on 100.00% of the principal amount of each such Tranche A Term Loan, in each case as provided herein) and (ii) Tranche B Term Loan (i.e., the amount advanced in cash to the conditions set forth herein and in Borrower on the applicable Incremental Effective Date) shall be equal to 99.75% of the principal amount of such Tranche B Term Loan Assumption Agreement(it being agreed that the Borrower shall be obligated to repay 100.00% of the principal amount of each such Tranche B Term Loan, to make Incremental the Tranche B Term Loans to shall amortize based on 100.00% of the Borrowerprincipal amount of each Tranche B Term Loan and interest shall accrue on 100.00% of the principal amount of each such Tranche B Term Loan, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedeach case as provided herein).

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, : (i) each Lender with an Initial U.S. Term Loan Commitment agrees, severally and not jointly, (i) to make a Tranche D U.S. Term Loan, in Dollars, Loan to the U.S. Borrower on the Second Third Restatement Date, in a an aggregate principal amount not equal to exceed its Tranche D Initial U.S. Term Loan Commitment, . Amounts paid or prepaid in respect of U.S. Term Loans made on the Third Restatement Date may not be reborrowed. (ii) each Lender with a Cayman Term Loan Commitment agrees, severally and not jointly, to make Dollar a Cayman Term Loan to the Cayman Borrower on the Third Restatement Date, in an aggregate principal amount equal to its Cayman Term Loan Commitment. Amounts paid or prepaid in respect of Cayman Term Loans may not be reborrowed. (iii) Each Lender with an Initial Revolving Credit Commitment agrees, severally and not jointly, to make Revolving Loans to the Borrower, in Dollars, U.S. Borrower at any time and from time to time on or after the Second Third Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the U.S. Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid ; provided that if at any time more than one Class of Revolving Credit Commitments are outstanding, any such borrowing, payment, prepayment or prepaid in respect reborrowing shall be allocated ratably according to the Pro Rata Percentages of Term Loans may not be reborrowedeach Revolving Credit Lender without regard to the Class of Revolving Credit Commitments held by such Revolving Credit Lender. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesTerm Loan Commitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Assumption Agreement, to make Incremental Term Loans to the U.S. Borrower or Cayman Borrower, as applicable, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed. (c) Each Lender with an Incremental Revolving Credit Assumption AgreementCommitment agrees, severally and not jointly, to make Incremental Revolving Loans to the U.S. Borrower or Cayman Borrower, as applicable, at any time and from time to time on or after the date of effectiveness of the Incremental Revolving Credit Commitment, and until the earlier of the Incremental Revolving Credit Maturity Date and the termination of the Incremental Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower both Borrowers may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an ; provided that if at any time more than one Class of Incremental Term Loan Commitment hereby agreesRevolving Credit Commitments are outstanding, severally and not jointlyany such borrowing, on the terms and subject payment, prepayment or reborrowing shall be allocated ratably according to the conditions set forth herein and in the applicable Pro Rata Percentages of each Incremental Term Loan Assumption Agreement, to make Incremental Term Loans Revolving Credit Lender without regard to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect Class of Incremental Term Loans may not be reborrowedRevolving Credit Commitments held by such Incremental Revolving Credit Lender.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Standby Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or and after the Second Restatement Date, date hereof and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with Lender. (b) Subject to the terms hereofand conditions and relying upon the representations and warranties set forth herein and in the applicable Local Currency Addendum, in an aggregate principal amount at any time outstanding that will each Local Currency Lender agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Revolving Local Currency Loans to the Borrower, in Dollars or any Alternative Currency, Borrowers at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Local Currency Addendum and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment (or the commitment under such Local Currency Addendum) of such Lender Local Currency Lender. (c) Notwithstanding anything to the contrary contained in accordance with the terms hereofthis Agreement, in an no event may Standby Loans or Local Currency Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the aggregate Standby Credit Exposures, the aggregate Competitive Loan Exposures and the aggregate L/C Exposures would exceed the Total Commitment then in effect, (ii) the sum of the Standby Credit Exposure and the L/C Exposure of any Lender would exceed such Lender's Commitment or (iii) the Dollar Equivalent of the aggregate principal amount at of the outstanding Local Currency Loans of any time outstanding that Local Currency Lender denominated in a specified Local Currency would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentexceed the applicable Local Currency Facility Maximum Borrowing Amount or any Local Currency Lender Maximum Borrowing Amount. 21 16 Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, pay or prepay and reborrow Standby Loans and Local Currency Loans hereunder, on and after the Effective Date and prior to the Maturity Date, subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agreesLender, severally and not jointly, (i) agrees to make a Tranche D Term LoanRevolving Loans, denominated in Dollarsdollars, to the any Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after during the Second Restatement Date, and until Availability Period for the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Facility Commitments in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Facility Commitment or (ii) the sum of the total Revolving Credit Commitment Exposures plus the total Competitive Loan Exposures exceeding the total Facility Commitments. (b) Subject to the terms and (iii) conditions set forth herein, each Designated Currency Lender agrees to make Multicurrency Revolving Loans denominated in any Designated Currency to the Borrower, in Dollars or any Alternative Currency, at any time and Borrower from time to time on or after during the Second Restatement Date, and until Availability Period for the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, Designated Currency Commitments in an aggregate principal amount at that, after giving effect to any time outstanding that would requested Loan, will not result in (i) the aggregate amount of the Dollar Equivalents of the principal amounts of the Revolving Designated Currency Loans of any Designated Currency Lender exceeding such Revolving Credit Lender’s Multicurrency Designated Currency Commitment, (ii) the aggregate amount of the Dollar Equivalents of the principal amounts of all outstanding Revolving Designated Currency Loans and Revolving Yen Loans exceeding $100,000,000, (iii) any Lender’s Revolving Credit Exposure exceeding such Lender’s Multicurrency Facility Commitment or (iv) the sum of the total Revolving Credit Commitment. Within Exposures plus the limits set forth in total Competitive Loan Exposures exceeding the preceding sentence and subject total Facility Commitments. (c) Subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each each Yen Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Loans denominated in Yen to any Borrower from time to time during the Borrower, Availability Period for the Yen Commitments in an aggregate principal amount at that, after giving effect to any time outstanding that requested Loan, will not result in (i) the Dollar Equivalent of the aggregate principal amount of the Revolving Yen Loans of any Yen Lender exceeding such Lender’s Incremental Yen Commitment, (ii) the aggregate amount of the Dollar Equivalents of the principal amounts of all outstanding Revolving Designated Currency Loans and Revolving Yen Loans exceeding $100,000,000, (iii) any Lender’s Revolving Credit Exposure exceeding such Lender’s Incremental Facility Commitment or (iv) the sum of the total Revolving Credit Commitment. Exposures plus the total Competitive Loan Exposures exceeding the total Facility Commitments. (d) Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein and relying upon the representations and warranties set forth herein, : (i) each Tranche A-1 Term Loan Lender agrees, severally and not jointly, (i) to make a Tranche D A-1 Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in a principal amount not to exceed its Tranche D A-1 Term Loan Commitment, ; and (ii) each Tranche A-2 Term Loan Lender agrees, severally and not jointly, to make Dollar Tranche A-2 Term Loans to the Borrower on the Closing Date in a principal amount not to exceed its Tranche A-2 Term Loan Commitment. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, each Revolving Credit Lender agrees, severally and not jointly, to make Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Closing Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, Borrower in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed. (d) Notwithstanding anything in this Agreement to the contrary, no more than seven (7) Classes of Loans and seven (7) Classes of Commitments shall be outstanding at any one time.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth herein, each Lender agrees, severally and not jointly, forth: (i) each Revolving Loan Lender severally agrees to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, Borrowers at any time and from time to time on or after from the Second Restatement Effective Date to the Final Maturity Date, and or until the earlier reduction of the Revolving Credit Maturity Date with respect to the Dollar its Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender to zero in accordance with the terms hereof, in an aggregate principal amount of Revolving Loans at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding to exceed the amount of such Lender’s Dollar Revolving Credit Commitment and Commitment; (iiiii) each Initial Term Loan Lender severally agrees to make Multicurrency Revolving Loans the Initial Term Loan to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time Borrowers on or after the Second Restatement Effective Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount equal to the amount of such Initial Term Loan Lender’s Initial Term Loan Commitment; and (iii) each Delayed Draw Term Loan Lender severally agrees to make the Delayed Draw Term Loans to the Borrower on any Business Day prior to the DDTL Commitment Expiration Date in Dollars in a principal amount not to exceed its Delayed Draw Term Loan Commitment; provided that the Delayed Draw Term Loans shall be advanced to the Borrower in a single draw. (b) Notwithstanding the foregoing: (i) No Revolving Loans will be advanced on the Effective Date. (ii) Immediately after the Effective Date, the aggregate principal amount of Revolving Loans outstanding at any time outstanding that would to the Borrowers shall not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency exceed the Total Revolving Credit Commitment. The Revolving Credit Commitment of each Lender shall automatically and permanently be reduced to zero on the Final Maturity Date. Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, repay and reborrow Revolving Loans, immediately after the Effective Date and prior to the Final Maturity Date, subject to the terms, conditions provisions and limitations set forth herein, . (iii) The aggregate principal amount of the Borrower may borrow, pay or prepay and reborrow Revolving LoansInitial Term Loan made on the Effective Date shall not exceed the Total Initial Term Loan Commitment. Amounts paid Any principal amount of the Initial Term Loan which is repaid or prepaid in respect of Term Loans may not be reborrowed. (biv) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an The aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within of the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Delayed Draw Term Loans to made hereunder shall not exceed the Borrower, in an aggregate principal amount not to exceed its Incremental Total Delayed Draw Term Loan Commitment. Amounts paid Any principal amount of the Delayed Draw Term Loans which is repaid or prepaid in respect of Incremental Term Loans may not be reborrowed. (v) The aggregate principal amount of all Loans outstanding at any time to the Borrowers shall not exceed the Total Commitment.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, Loan to the Borrower on the Second Restatement Date, Closing Date in a principal amount not to exceed its Tranche D Term Loan Commitment, and (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Datedate hereof, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject Subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesTerm Loan Commitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed. (c) Each Lender having an Incremental Revolving Credit Commitment, severally and not jointly, hereby agrees, subject to the terms and conditions and relying upon the representations and warranties set forth herein and in the applicable Incremental Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Revolving Credit Commitment. The Borrower may borrow, pay or prepay and reborrow Revolving Loans.

Commitments. (a) Subject to the terms and conditions set forth herein, each Term Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, Loan in Dollars, Dollars to the Borrower Company on the Second Restatement Date, Closing Date in a principal amount not to exceed exceeding its Tranche D Initial Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid repaid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on Subject to the terms and subject to the conditions set forth herein and in the applicable Incremental herein, (i) each Dollar Tranche Revolving Credit Assumption Agreement, Lender agrees to make Incremental revolving credit loans (“Dollar Tranche Revolving Loans Loans”) in Dollars to the Borrower, Borrowers from time to time during the Revolving Commitment Period in an aggregate principal amount at that will not result (after giving effect to any application of proceeds of such Revolving Loans pursuant to Section 2.04) in (x) the sum of the total Dollar Tranche Revolving Credit Exposures exceeding the aggregate Dollar Tranche Revolving Commitments or (y) the Dollar Tranche Revolving Credit Exposure of any Lender exceeding such Lender’s Dollar Tranche Revolving Commitment and (ii) each Multicurrency Tranche Revolving Lender agrees to make revolving credit loans (“Multicurrency Tranche Revolving Loans”) in Dollars or in one or more Alternative Currencies to the Borrowers from time outstanding to time during the Revolving Commitment Period in an aggregate principal amount that will not result in such Lender’s Incremental (x) the sum of the total Multicurrency Tranche Revolving Credit Exposures exceeding the aggregate Multicurrency Tranche Revolving Commitments, (y) the Multicurrency Tranche Revolving Credit Exposure of any Lender exceeding such Lender’s Incremental Multicurrency Tranche Revolving Commitment or (z) the sum of the total Revolving Credit CommitmentExposures denominated in an Alternative Currency exceeding the Alternative Currency Sublimit. Within During the limits set forth Revolving Commitment Period the Borrowers may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in the preceding sentence whole or in part, and subject to the termsreborrowing, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on all in accordance with the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedhereof.

Commitments. (ai) Subject to the terms and conditions set forth herein, each Construction Loan Lender agreesseverally agrees to make construction loans (collectively, severally and not jointly, (ithe "CONSTRUCTION LOANS") to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Company from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Construction Loan Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Period in an aggregate principal amount at any one time outstanding that will not result in to exceed such Revolving Credit Construction Loan Lender’s Dollar Revolving Credit Exposure exceeding 's Construction Loan Commitment at such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmenttime. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Company may borrow, pay or prepay and but not reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Construction Loans. (cii) Each Lender having an Incremental Term Loan Commitment hereby agreesDuring the Revolving Credit Availability Period, severally and not jointly, on subject to the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreementhereof, each Revolving Credit Lender severally agrees to make Incremental Term Revolving Credit Loans to the BorrowerCompany in the aggregate amount up to but not exceeding such Revolving Credit Lender's Revolving Credit Commitment; PROVIDED, after giving effect to the making of any Revolving Credit Loans in an no event shall the Total Utilization of Revolving Credit Commitments exceed the aggregate principal amount not to exceed its Incremental Term Loan Commitmentof Revolving Credit Commitments then in effect. Amounts borrowed pursuant to this Section 2.1(a)(ii) may be repaid and reborrowed during the Revolving Credit Commitment Period; PROVIDED, HOWEVER, that any amounts borrowed and repaid prior to the Conversion Date may only be reborrowed after the Conversion Date. Each Revolving Credit Lender's Revolving Credit Commitment shall expire on the Revolving Credit Commitment Termination Date and all Revolving Credit Loans and all other amounts owed hereunder with respect to the Revolving Credit Loans and the Revolving Credit Commitments shall be paid or prepaid in respect of Incremental Term Loans may not be reborrowedfull no later than the Final Maturity Date.

Commitments. (a) Subject to the terms and conditions set forth herein, each US Tranche Lender agrees, severally and not jointly, (i) agrees to make a US Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time Company and the Borrowing Subsidiaries from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender Availability Period in accordance with the terms hereof, US Dollars in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar US Tranche Revolving Credit Exposure exceeding such Lender’s Dollar US Tranche Commitment, (ii) the sum of the total US Tranche Revolving Credit Commitment and Exposures exceeding the total US Tranche Commitments or (iii) to make Multicurrency the sum of the aggregate Revolving Loans Credit Exposures plus the total Competitive Loan Exposures exceeding the total Commitments. (b) Subject to the Borrowerterms and conditions set forth herein, in Dollars or any Alternative Currency, at any time and each Multicurrency Tranche Lender agrees from time to time on during the Availability Period to make Multicurrency Tranche Revolving Loans in US Dollars or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect a Designated Foreign Currency to the Multicurrency Revolving Credit Commitment of such Lender Company and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding Borrowing Subsidiaries that would will not result in (i) such Revolving Credit Lender’s Multicurrency Tranche Revolving Credit Exposure exceeding such Lender’s Multicurrency Tranche Commitment, (ii) the sum of the total Multicurrency Tranche Revolving Credit Commitment. Exposures exceeding the total Multicurrency Tranche Commitments or (iii) the sum of the aggregate Revolving Credit Exposures plus the total Competitive Loan Exposures exceeding the total Commitments. (c) Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowedduring the Availability Period. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Each Lender having a Tranche B Term Loan Commitment severally made a loan (a “Tranche B Term Loan”) on the Closing Date to the Company in Dollars in an amount equal to its Tranche B Term Loan Commitment. Amounts repaid in respect of Tranche B Term Loans may not be reborrowed. (b) Subject to the terms and conditions set forth herein, each U.S. Revolving Lender agrees to make U.S. Revolving Loans to either Borrower in Dollars from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Lender’s U.S. Revolving Credit Exposure exceeding such Lender’s U.S. Revolving Commitments or (ii) the total U.S. Revolving Credit Exposures exceeding the sum of the total U.S. Revolving Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow U.S. Revolving Loans. (c) Subject to the terms and conditions set forth herein, each Alternative Currency Revolving Lender agrees to make Alternative Currency Revolving Loans to either Borrower in Dollars or Alternative Currencies from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the Dollar Equivalent of such Lender’s Alternative Currency Revolving Credit Exposure exceeding such Lender’s Alternative Currency Revolving Commitment or (ii) subject to Section 1.12, the Dollar Equivalent of the total Alternative Currency Revolving Credit Exposures exceeding the sum of the total Alternative Currency Revolving Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Alternative Currency Revolving Loans. (d) Subject to the terms and conditions set forth herein, each Lender agrees, having a Restatement Effective Date Tranche B Term Loan Commitment severally and not jointly, (i) agrees to make a Tranche D B Term Loan, in Dollars, Loan on the Restatement Effective Date to the Borrower on Company in Dollars by making immediately available funds to the Second Administrative Agent’s account not later than the time specified by the Administrative Agent, which Tranche B Term Loans shall not in the aggregate exceed for any such Lender the Restatement Date, in a principal amount not to exceed its Effective Date Tranche D B Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid repaid in respect of Tranche B Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, . The Tranche B Term Loans made pursuant to the Restatement Effective Date Tranche B Term Loan Commitments shall initially be in the form of a pro rata increase in each Borrowing of Tranche B Term Loans outstanding on the terms and subject Restatement Effective Date (immediately prior to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, giving effect to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loansborrowing under this Section 2.01(d)). (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement DateClosing Date or, in the case of the First Amendment Incremental Term Loans, on the First Amendment Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan CommitmentCommitment and, (ii) each Second Incremental Term Loan Lender severally, and not jointly, agrees to make Dollar Second Amendment Incremental Term Loans to the Borrower on the Second Amendment Closing Date and (iii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to the Borrower, Borrower in Dollars, Dollars at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans and the Second Amendment Incremental Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Agreement, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Agreement. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth hereincontained in this Agreement and the Common Security Agreement, each Bank Senior Lender agrees, severally and not jointly, (i) agrees to make senior loans (each, a Tranche D Term "Bank Senior Loan" and collectively, in Dollars, the "Bank Senior Loans") to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to applicable Disbursement Date or Disbursement Dates during the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit applicable Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Period in an aggregate principal amount at any time outstanding not to exceed the amount of such Bank Senior Lender's Commitment, provided that will not result borrowings in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to respect of the Borrower, in Dollars or any Alternative Currency, Tranche A Facility may be made at any time time, and from time to time on or time, after the Second Restatement Datetermination of all Commitments under the Tranche B Facility, subject to the other terms and until conditions set forth in this Agreement. The Commitment of each Bank Senior Lender shall be reduced by the earlier amount of such Bank Senior Lender's Bank Senior Loans immediately after such Bank Senior Loans are made. If any portion of any Commitment is not disbursed during the applicable Commitment Period, the amount of such undrawn portion shall be automatically cancelled as of the Revolving Credit Maturity close of business in New York, New York on the last day of the applicable Commitment Period. (b) Prior to the Disbursement Date for the Tranche B Facility, upon the securing of Commitments to lend Reallocation Senior Debt under the Tranche B Facility in accordance with Section 2.12 of the Common Security Agreement, the Arrangers, with the consent of the Borrower, which consent shall not be unreasonably withheld, shall have the right to reallocate the Commitments so as to (i) increase the aggregate Commitments with respect to the Multicurrency Revolving Credit Commitment Tranche B Facility by an amount equal to such Reallocation Senior Debt without affecting the amount of the other existing Commitments under the Tranche B Facility and (ii) decrease the Commitments of each of the Arrangers under the Tranche A Facility on a pro rata basis in an aggregate amount equal to the amount of the Commitments to lend such Reallocation Senior Debt. (c) After the Disbursement Date for the Tranche B Facility, upon the incurrence from time to time of Reallocation Senior Debt under the Tranche B Facility in accordance with Section 2.12 of the Common Security Agreement, the Arrangers, with the consent of the Borrower, which consent shall not be unreasonably withheld, shall have the right to (i) increase the amount of outstanding Bank Senior Loans under the Tranche B Facility by an amount equal to such Reallocation Senior Debt without affecting the amounts outstanding under existing Bank Senior Loans under the Tranche B Facility and (ii) decrease the remaining Commitments, if any, of, and the disbursed and outstanding Bank Senior Loans, if any, made by, each of the Arrangers under the Tranche A Facility on a pro rata basis among the Arrangers in an aggregate amount equal to the amount of such Lender Reallocation Senior Debt being incurred. The changes described in this clause (c) shall be effected as (i) the incurrence by the Borrower of Reallocation Senior Debt under the Tranche B Facility and (ii) if any Senior Debt shall be outstanding under the Tranche A Facility, the application by the Borrower of that portion of the proceeds of such Reallocation Senior Debt that bears a relation to the amount of such proceeds which is equal to (x) Senior Debt outstanding under the Tranche A Facility divided by (y) the sum of Senior Debt outstanding under the Tranche A Facility and remaining undrawn Commitments under the Tranche A Facility to the prepayment in whole or in part of such Senior Debt outstanding under the Tranche A Facility held by the Arrangers on a pro rata basis, and the termination remaining Commitments of the Multicurrency Revolving Credit Commitment Arrangers under the Tranche A Facility shall be reduced by an amount equal to the amount of such Lender Reallocation Senior Debt incurred but not applied to the prepayment of Senior Debt in accordance with the terms hereofof this sentence. (d) Prior to the initial Disbursement Date for the Tranche A Facility, upon the securing of Commitments to lend Reallocation Senior Debt under the Tranche A Facility in accordance with Section 2.12 of the Common Security Agreement, the Arrangers, with the consent of the Borrower, which consent shall not be unreasonably withheld, shall have the right to reallocate the Commitments so as to decrease the Commitments of each of the Arrangers under the Tranche A Facility on a pro rata basis in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject equal to the termsamount of the Commitments to lend such Reallocation Senior Debt being secured. (e) After the initial Disbursement Date for the Tranche A Facility, conditions and limitations set forth hereinupon the incurrence from time to time of Reallocation Senior Debt and, if a portion of the Commitments to extend Senior Debt under the Tranche A Facility remains, the securing of Commitments to extend Reallocation Senior Debt under the Tranche A Facility in accordance with Section 2.12 of the Common Security Agreement, the Arrangers, with the consent of the Borrower, which consent shall not be unreasonably withheld, shall have the right to decrease the remaining Commitments, if any, of, and the disbursed and outstanding Bank Senior Loans, if any, made by, each of the Arrangers under the Tranche A Facility on a pro rata basis among the Arrangers and between such Commitments and such outstanding Bank Senior Loans in an aggregate amount equal to the amount of such Reallocation Senior Debt being incurred or Commitments secured. The changes described in this clause (e) shall be effected as (i) the incurrence by the Borrower may borrowof Reallocation Senior Debt and, pay if a portion of the Commitments to extend Senior Debt under the Tranche A Facility remains, the securing of Commitments to extend Reallocation Senior Debt under the Tranche A Facility and (ii) the application by the Borrower of the proceeds of such Reallocation Senior Debt to the prepayment in whole or prepay in part of such Senior Debt outstanding under the Tranche A Facility held by the Arrangers on a pro rata basis and reborrow Revolving Loansthe reduction of the Commitments of the Arrangers under the Tranche A Facility on a pro rata basis. (f) Any prepayment made by the Borrower in accordance with this Section 2.01 shall be made together with all accrued but unpaid interest on amounts prepaid and all other amounts (including any amounts due pursuant to Article V) then due from the Borrower under this Agreement. Amounts paid or Any amount prepaid in respect of Term Loans accordance with this Section 2.01 may not be reborrowed. (bg) Each Lender having an Incremental Revolving Credit Clauses (b)-(f) of this Section 2.01 shall apply only until each Arranger's Commitment hereby agreeshas been reduced to such Arranger's Hold Level. After the reduction of each Arranger's Commitment to such Arranger's Hold Level, severally and not jointly, on the terms and subject such clauses shall apply only to the conditions set forth herein extent mutually agreed among the Arrangers and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loansin their sole discretion. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. Subject to the terms and conditions set forth herein and in the Second Restatement Agreement, each Lender (a) Subject agrees to make Revolving Loans denominated in dollars to each Borrower from time to time, in each case during the Revolving Availability Period, in an aggregate principal amount that will not result in such Lender’s Dollar Revolving Exposure exceeding such Lender’s Dollar Revolving Commitment or the Aggregate Dollar Revolving Exposure exceeding the Aggregate Dollar Revolving Commitment and (b) agrees to make Revolving Loans denominated in dollars or in any Permitted Foreign Currency to each Borrower from time to time, in each case during the Revolving Availability Period, in an aggregate principal amount that will not result in such Lender’s Multi-Currency Revolving Exposure exceeding such Lender’s Multi-Currency Revolving Commitment or the Aggregate Multi-Currency Revolving Exposure exceeding the Aggregate Multi-Currency Revolving Commitment. Within the foregoing limits and subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Each Tranche A Term Loan outstanding immediately prior to the Second Restatement Effective Date shall continue to be outstanding under this Agreement on and after the Second Restatement Effective Date, subject to the terms of this Agreement. Amounts paid repaid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject . Notwithstanding anything to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth contrary contained herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental funded portion of each Tranche A Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject that was advanced in cash to the conditions set forth herein and in Borrower was less than 100.00% of the applicable Incremental principal amount of such Tranche A Term Loan Assumption Agreement(but it is agreed that the Borrower shall be obligated to repay 100.00% of the principal amount of each such Tranche A Term Loan, to make Incremental the Tranche A Term Loans to shall amortize based on 100.00% of the Borrowerprincipal amount of each Tranche A Term Loan and interest shall accrue on 100.00% of the principal amount of each such Tranche A Term Loan, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedeach case as provided herein).

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Revolving Credit Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, Revolving Borrowers in Dollars, at any time and from time to time on or after the Second 2016 Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, hereof and in an aggregate principal amount at any time outstanding that will not result in (x) such Revolving Credit LenderLxxxxx’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar its Revolving Credit Commitment and or (iiiy) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Aggregate Revolving Credit Exposure exceeding such Lender’s Multicurrency the Total Revolving Credit CommitmentCommitments. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Term Loan Commitment (including a U.S. Term Loan Commitment or a European Term Loan Commitment on the 2016 Restatement Date) or an Other Revolving Credit Commitment hereby agreesCommitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borroweror Other Revolving Loans, in an aggregate principal amount not amount, to exceed its the Borrowers and on the terms and conditions set forth in the applicable Incremental Term Loan CommitmentAssumption Agreement. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, NinthTenth Amendment Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, Commitment as set forth in the NinthTenth Amendment and (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Revolving Loans to the Borrower, Borrower in Dollars, Dollars at any time and from time to time on or and after the Second Restatement Original Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Agreement, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Agreement. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Initial Revolving Loans to the Borrower, Borrower in Dollars, Dollars at any time and from time to time on or after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. On the Second Amendment Effective Date, an aggregate principal amount of $100,000,000 of Term Loans (the “Specified Existing Term Loans”) held by Crossholder Lenders shall be purchased by Parent, which Specified Term Loans shall be (A) immediately contributed by Parent to Intermediate Parent, (B) immediately thereafter contributed by Intermediate Parent to Holdings, and (C) immediately thereafter contributed by Holdings to the Borrower, and immediately thereafter the Specified Existing Term Loans shall be automatically and immediately cancelled (without the need for any action by any Person) pursuant to the Crossholder Lender Term Loan Exchange and Cancellation. After the Second Amendment Effective Date, it is anticipated that an additional aggregate principal amount not exceeding $650,000 of Term Loans (the “Subsequent Specified Existing Term Loans”) held by the Specified Crossholder Lenders may be purchased by Parent, and upon such purchase the Subsequent Specified Existing Term Loans will be (A) immediately contributed by Parent to Intermediate Parent, (B) immediately thereafter contributed by Intermediate Parent to Holdings, and (C) immediately thereafter contributed by Holdings to the Borrower, and immediately thereafter the Subsequent Specified Existing Term Loans shall be automatically and immediately cancelled (without the need for any action by any Person) (the foregoing transactions with respect to the Subsequent Specified Existing Term Loans, the “Subsequent Crossholder Lender Term Loan Exchange and Cancellation”). (b) Each Subject to the terms and conditions of this Agreement and any Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject agrees to make Incremental Loans of such Class to the conditions Borrower, which Loans shall not exceed for any such Lender at the time of any incurrence thereof the Incremental Commitment of such Class of such Lender as set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. Subject to the terms and conditions herein: (a) Subject each Term A Lender agrees, severally and not jointly, to make a Term A Loan to Borrowers on the Closing Date in a principal amount not to exceed its Term A Commitment, (b) each Term B Lender agrees, severally and not jointly, to make a Term B Loan to Borrowers on the Closing Date in a principal amount not to exceed its Term B Commitment, (c) each Revolving Lender agrees to make Revolving Loans to Borrowers in Dollars from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the amount of such Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Commitment or (ii) the sum of the total Revolving Credit Exposures exceeding the Aggregate Revolving Commitment, each determined at the time of such Borrowing. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may borrow, repay and reborrow Revolving Loans, and (d) each First Amendment Refinancing Term Lender agrees, severally and not jointly, (i) agrees to make a Tranche D First Amendment Refinancing Term LoanLoan in Dollars to Borrowers (or, in Dollarsthe case of a First Amendment Converting Refinancing Term Lender, to the Borrower convert, exchange or roll its First Amendment Refinanced Term Loan for a First Amendment Refinancing Term Loan in an equal principal amount) on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Amendment Effective Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at equal to its First Amendment Refinancing Term Loan Commitment. Each First Amendment Refinancing Term Commitment will terminate in full upon the making of the related First Amendment Refinancing Term Loan (or conversion, exchange or roll of First Amendment Refinanced Loan, as applicable). Substantially simultaneously with the borrowing of First Amendment Refinancing Term Loans, Borrowers shall fully prepay any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment First Amendment Refinanced Term Loans, together with accrued and (iii) to make Multicurrency Revolving Loans unpaid interest thereon to the BorrowerAmendment Effective Date; provided that each First Amendment Converting Refinancing Term Lender irrevocably agrees to accept, in Dollars or any Alternative Currency, at any time and from time to time on or after lieu of cash for the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate outstanding principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentof its First Amendment Refinanced Term Loan so prepaid, delivery from Borrowers on the Amendment Effective Date of an equal principal amount of First Amendment Refinancing Term Loans. Within the limits set forth in the preceding sentence Each First Amendment Refinancing Term Loan shall constitute a “Refinancing Term Loan” and subject to the terms, conditions a “Term B Loan” and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving LoansTerm Loan for all purposes of this Agreement. Amounts paid or prepaid in respect of any Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, (i) each Revolving A Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving A Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Effective Date, and until the earlier of the Revolving A Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving A Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in (x) such Revolving Credit Lender’s Dollar Revolving A Credit Exposure exceeding such Lender’s Dollar Revolving A Credit Commitment or (y) the aggregate amount of the Revolving A Credit Exposure exceeding the aggregate amount of the Revolving A Credit Commitments, and (iiiii) each Revolving B Lender agrees, severally and not jointly, to make Multicurrency Revolving B Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Effective Date, and until the earlier of the Revolving B Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving B Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would will not result in (x) such Revolving Credit Lender’s Multicurrency Revolving B Credit Exposure exceeding such Lender’s Multicurrency Revolving B Credit CommitmentCommitment or (y) the aggregate amount of the Revolving B Credit Exposure exceeding the aggregate amount of the Revolving B Credit Commitments. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans; provided that until the Revolving A Credit Maturity Date, any such borrowing, payment, prepayment or reborrowing shall be allocated ratably according to the Aggregate Pro Rata Percentages of each Revolving Credit Lender without regard to the tranche of Revolving Credit Commitments held by such Revolving Credit Lender. Amounts paid or prepaid in respect For the avoidance of Term Loans may not be reborrowed. doubt, commencing on the Second Restatement Effective Date, (bi) Each Lender having an Incremental each Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental of an Extending Revolving Credit Assumption Agreement, to make Incremental Lender shall be treated for all purposes as a Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental B Credit Commitment and (ii) each Revolving Credit Exposure exceeding such Lender’s Incremental Commitment of a Non-Extending Revolving Credit Lender shall be treated for all purposes as a Revolving A Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to Each Tranche A Incremental Facility Revolving Credit Lender severally agrees, on the terms and conditions set forth hereinof the Amendment and Restatement and this Incremental Facility Agreement, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, loans to the Borrower on Borrowers in Dollars during the Second Restatement Date, in a principal amount period from and including the Tranche A Incremental Revolving Facility Effective Date to but not to exceed its including the Tranche D Term Loan Commitment, (ii) to make Dollar A Incremental Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Facility Termination Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any one time outstanding that will up to but not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier amount of the Revolving Credit Maturity Date with respect to the Multicurrency Tranche A Incremental Facility Revolving Credit Commitment of such Lender and as in effect from time to time, provided that in no event shall the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such of all Tranche A Incremental Facility Revolving Credit Lender’s Multicurrency Loans, together with the aggregate amount of all Letter of Credit Liabilities in respect of Tranche A Incremental Facility Letters of Credit, exceed the aggregate amount of the Tranche A Incremental Facility Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentCommitments as in effect from time to time. Within the limits set forth in the preceding sentence and subject Subject to the termsterms and conditions of the Amendment and Restatement, conditions and limitations set forth herein, during such period the Borrower Borrowers may borrow, pay or prepay repay and reborrow Revolving Loans. Amounts paid or prepaid in respect the amount of Term Loans may not be reborrowed. (b) Each Lender having an the Tranche A Incremental Facility Revolving Credit Commitment hereby agrees, severally Commitments by means of Base Rate Loans and not jointly, on the terms Eurodollar Loans and subject to the conditions set forth herein and in the applicable may Convert Tranche A Incremental Facility Revolving Credit Assumption Agreement, to make Loans of one Type into Tranche A Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Facility Revolving Credit Exposure exceeding such Lender’s Loans of another Type (as provided in Section 2.09 of the Amendment and Restatement) or Continue Tranche A Incremental Facility Revolving Credit CommitmentLoans of one Type as Revolving Credit Loans of the same Type (as provided in Section 2.09 of the Amendment and Restatement). Within Proceeds of Tranche A Incremental Facility Revolving Credit Loans shall be available for any use permitted under Section 8.17(a) of the limits set forth in the preceding sentence Amendment and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving LoansRestatement. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term A Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Term Loan, in Dollars, initial term A loans to the Borrower Borrowers (the proceeds of which may be allocated between the Borrowers) on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term A Loan Commitment, (ii) each Initial Term B Lender severally, and not jointly, agrees to make Dollar initial term B loans to the Borrowers (the proceeds of which may be allocated between the Borrowers) on the Closing Date in Dollars in a principal amount not to exceed its Initial Term B Loan Commitment and (iii) each Initial Revolving Lender severally, and not jointly, agrees to make Initial Revolving Loans to the Borrowers (or any Borrower, ) in Dollars, Dollars or any applicable Alternate Currency at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow re-borrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowedre-borrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject agrees to make Additional Loans of such Class to the conditions set forth herein and in Borrowers, which Loans shall not exceed for any such Lender at the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to time of any incurrence thereof the Borrower, in an aggregate principal amount at any time outstanding that will not result in Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Revolving Loans to the Borrower, Borrower in Dollars, Dollars at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment or Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay applicable Refinancing Amendment or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each applicable Term A Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, in Dollars, A Loan to the Borrower Parties on the Second Restatement Date, Effective Date denominated in dollars in a principal amount not exceeding its Term A Commitment. Amounts repaid or prepaid in respect of Term A Loans may not be reborrowed other than pursuant to exceed the Voluntary Prepayment Incremental Amount. (b) Subject to the terms and conditions set forth herein, (i) each applicable Term B-1 Dollar Lender agrees to make a Term B-1 Dollar Loan to the Borrower Parties on the Effective Date denominated in dollars in a principal amount not exceeding its Tranche D Term Loan B-1 Dollar Commitment, (ii) each applicable Term B-1 Euro Lender agrees to make Dollar a Term B-1 Euro Loan to the Borrower Parties on the Effective Date denominated in euro in a principal amount not exceeding its Term B-1 Euro Commitment and (iii) each applicable Term B-2 Lender agrees to make a Term B-2 Loan to the Borrower Parties on the Effective Date denominated in Dollars in a principal amount not exceeding its Term B-2 Commitment. Amounts repaid or prepaid in respect of Term B Loans may not be reborrowed other than pursuant to the Voluntary Prepayment Incremental Amount. (c) Subject to the terms and conditions set forth herein, each Revolving Lender agrees to make Revolving Loans to the Borrower, in Dollars, at any time and Borrower from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to or the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Aggregate Revolving Credit Exposure exceeding such Lender’s Multicurrency the aggregate Revolving Credit CommitmentCommitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions hereof and relying upon the representations and warranties set forth herein, (a) each Term Lender having a Term Loan Commitment on the Closing Date has made a Term Loan to the Borrower on the Closing Date in a principal amount not exceeding its Term Loan Commitment on such date, (b) each Term Lender having a Term Loan Commitment on the Amendment Effective Date agrees, severally and not jointly, to make a Term Loan to the Borrower on a single date specified by the Borrower that is prior to the Additional Term Loan Commitment Termination Date in a principal amount not to exceed its Term Loan Commitment, (c) each Incremental Term Lender which shall provide an Incremental Term Loan Commitment pursuant to Section 2.24 agrees, severally and not jointly, to make an Incremental Term Loan to the Borrower in a principal amount not to exceed its Incremental Term Loan Commitment and (d) each Revolving Credit Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, Closing Date and until the earlier of the Revolving Credit Maturity Date with respect to and the Dollar termination of the Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in clause (d) of the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject Each Dollar Lender severally agrees, subject to and on the terms and conditions set forth hereinof this Agreement, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after any Business Day during the Second Restatement period from and including the Closing Date to but excluding the Termination Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding not exceeding its Dollar Commitment, provided that will not result in no Borrowing of Dollar Loans shall be made if, immediately after giving effect thereto (and to any concurrent repayment of Swingline Loans with proceeds of Dollar Loans made pursuant to such Borrowing), (y) the Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding of any Dollar Lender would exceed its Dollar Commitment at such Lender’s time or (z) the Aggregate Revolving Dollar Revolving Credit Commitment Exposure would exceed the aggregate Dollar Commitments at such time. Subject to and on the terms and conditions of this Agreement, the Borrower may borrow, repay and reborrow Dollar Loans. (iiib) Each Multicurrency Lender severally agrees, subject to and on the terms and conditions of this Agreement, to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after any Business Day during the Second Restatement period from and including the Closing Date to but excluding the Termination Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding not exceeding its Multicurrency Commitment, provided that no Borrowing of Multicurrency Loans shall be made if, immediately after giving effect thereto, (y) the Dollar Amount of Multicurrency Loans of any Multicurrency Lender would not result in exceed its Multicurrency Commitment at such Revolving Credit Lender’s time or (z) the Dollar Amount of the aggregate outstanding Multicurrency Revolving Credit Exposure exceeding Loans would exceed the aggregate Multicurrency Commitments at such Lender’s Multicurrency Revolving Credit Commitmenttime. Within Subject to and on the limits set forth in the preceding sentence terms and subject to the terms, conditions and limitations set forth hereinof this Agreement, the Borrower may borrow, pay or prepay repay and reborrow Revolving Multicurrency Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (bc) Each The Swingline Lender having an Incremental Revolving Credit Commitment hereby agrees, severally subject to and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption of this Agreement, to make Incremental Revolving Loans loans in Dollars (each, a “Swingline Loan,” and collectively, the “Swingline Loans”) to the BorrowerBorrower under the Dollar Commitments, from time to time on any Business Day during the period from the Closing Date to but excluding the Swingline Maturity Date (or, if earlier, the Termination Date), in an aggregate principal amount at any time outstanding not exceeding the Swingline Commitment. Swingline Loans may be made even if the aggregate principal amount of Swingline Loans outstanding at any time, when added to the aggregate principal amount of the Dollar Loans made by the Swingline Lender in its capacity as a Dollar Lender outstanding at such time, would exceed the Swingline Lender’s own Dollar Commitment at such time, but provided that will no Borrowing of Swingline Loans shall be made if, immediately after giving effect thereto, (x) the Revolving Dollar Credit Exposure of any Dollar Lender would exceed its Dollar Commitment at such time, (y) the Aggregate Revolving Dollar Credit Exposure would exceed the aggregate Dollar Commitments at such time or (z) any Lender is at such time a Defaulting Lender hereunder, unless the aggregate Swingline Exposure of such Lender has been reallocated pursuant to Section 2.21(c)(i) and any amount not result in reallocated has been cash collateralized pursuant to Section 2.21(c)(ii) or the Swingline Lender has entered into other satisfactory arrangements with the Borrower or such Lender to eliminate the Swingline Lender’s risk with respect to such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within Subject to and on the limits set forth in the preceding sentence terms and subject to the terms, conditions and limitations set forth hereinof this Agreement, the Borrower may borrow, pay or prepay repay (including by means of a Borrowing of Dollar Loans pursuant to Section 2.2(e)) and reborrow Incremental Revolving Swingline Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each U.S. Lender agrees, severally and not jointly, (i) agrees to make a Tranche D term loan (each, a “New Term Loan, in Dollars, ”) to the Borrower U.S. Borrowers on the Second Restatement Date, Date in a principal amount in Dollars not to exceed exceeding its Tranche D Term Loan Commitment. (b) Subject to the terms and conditions set forth herein, each U.S. Revolving Lender agrees to make revolving loans (ii“U.S. Revolving Loans”) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and U.S. Borrowers from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender Availability Period in accordance with the terms hereof, Dollars in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar U.S. Revolving Credit Exposure exceeding such Lender’s Dollar U.S. Revolving Commitment, (ii) the sum of the total U.S. Revolving Credit Commitment and Exposures exceeding the total U.S. Revolving Commitments or (iii) the sum of the total Revolving Credit Exposures plus the total Competitive Loan Exposures exceeding the total Revolving Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the U.S. Borrowers may borrow, prepay and reborrow U.S. Revolving Loans. (c) Subject to the terms and conditions set forth herein, each Japanese Lender agrees to make Multicurrency revolving loans (“Japanese Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and Loans”) from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect Availability Period to the Multicurrency Revolving Credit Commitment of such Lender Japanese Borrower and the termination of the Multicurrency Revolving Credit Commitment of such Lender U.S. Borrowers in accordance with the terms hereof, Japanese Yen or Dollars in an aggregate principal amount at any time outstanding that would will not result in (i) such Lender’s Japanese Revolving Credit Exposure exceeding such Lender’s Japanese Commitment, (ii) the sum of the total Japanese Revolving Credit Exposures exceeding the total Japanese Commitments or (iii) the sum of the total Revolving Credit Exposure plus the total Competitive Loan Exposures exceeding the total Revolving Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, any Japanese Borrower and the U.S. Borrowers may borrow, prepay and reborrow the Japanese Revolving Loans. (d) Subject to the terms and conditions set forth herein, each Multicurrency Lender agrees to make revolving loans (“Multicurrency Revolving Loans”) from time to time during the Revolving Availability Period to the European Borrowers and the U.S. Borrowers in a Committed Currency or Dollars in an aggregate principal amount that will not result in (i) such Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Commitment, (ii) the sum of the total Multicurrency Revolving Credit CommitmentExposures exceeding the total Multicurrency Commitments or (iii) the sum of the total Revolving Credit Exposure plus the total Competitive Loan Exposures exceeding the total Revolving Commitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower European Borrowers and the U.S. Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Multicurrency Revolving Loans. (ce) Each Lender having an Incremental The Credit Parties and the Lenders acknowledge the making of Revolving Loans and the Existing Term Loan Commitment hereby agrees, severally Loans prior to the Restatement Date in accordance with the terms of the Existing Credit Agreement and not jointly, agree that such Revolving Loans and Existing Term Loans outstanding on the Restatement Date shall continue to be outstanding pursuant to the terms and subject conditions of this Agreement and the other Loan Documents. From and after the Term Loan Convergence Date, the New Term Loans and the Existing Term Loans shall be treated as Term Loans of the same Class for all purposes of this Agreement and the other Loan Documents. To facilitate the Term Loan Convergence Date, notwithstanding anything to the conditions set forth herein and contrary contained herein, the New Term Loans will be made on the Restatement Date in the applicable Incremental form of a single Eurocurrency Borrowing with an Interest Period ending on December 2, 2004, and with a Eurocurrency Rate for such Interest Period equal to 1.66% per annum. The Company agrees to cause the Term Loan Assumption AgreementConvergence Date to occur on or prior to December 10, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed2004.

Commitments. (a) Subject to the terms and conditions hereof and relying upon the representations and warranties set forth herein: (a) on the Closing Date, in accordance with and upon the terms and conditions set forth in the Restatement Agreement, (i) each Exchanging Term Lender (as defined in the Restatement Agreement) agrees to exchange all of its Existing Term Loans (as defined in the Restatement Agreement) with Term Loans hereunder in an equal principal amount and (ii) each Additional Term Lender (as defined in the Restatement Agreement) agrees to make Term Loans in the form of Additional Term Loans (as defined in the Restatement Agreement) in dollars to the Borrower in an amount notified to such Additional Term Lender by the Administrative Agent; (b) on the Closing Date, in accordance with and upon the terms and conditions set forth in the Restatement Agreement, (i) the Existing Revolving Commitment (as defined in the Restatement Agreement) of each Revolving Lender that does not execute the Restatement Agreement shall continue hereunder but shall be referred to as a Tranche A Revolving Commitment, (ii) the Existing Revolving Commitment (as defined in the Restatement Agreement) of each Revolving Lender that executes the Restatement Agreement shall continue hereunder and be reclassified as a Tranche B Revolving Commitment and (iii) the commitments of each Additional Revolving Lender (as defined in the Restatement Agreement) that executes the Restatement Agreement shall continue hereunder as Tranche B Revolving Commitments; (c) each Tranche A Revolving Lender agrees, severally and not jointly, (i) to make a fund Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar A Revolving Loans in dollars to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, Closing Date and until the earlier of the Tranche A Revolving Credit Facility Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Tranche A Revolving Credit Commitment of such Tranche A Revolving Lender in accordance with the terms hereof, hereof in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar (x) Tranche A Revolving Credit Exposure exceeding such Revolving Lender’s Dollar Tranche A Revolving Credit Commitment or (y) Revolving Exposure exceeding such Revolving Lender’s Revolving Commitment; and (d) each Tranche B Revolving Lender (including, for the avoidance of doubt, each Additional Revolving Lender (as defined in the Restatement Agreement)) agrees, severally and (iii) not jointly, to make Multicurrency fund Tranche B Revolving Loans in dollars to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, Closing Date and until the earlier of the Tranche B Revolving Credit Facility Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Tranche B Revolving Credit Commitment of such Tranche B Revolving Lender in accordance with the terms hereof, hereof in an aggregate principal amount at any time outstanding that would will not result in such Revolving Credit Lender’s Multicurrency (x) Tranche B Revolving Credit Exposure exceeding such Revolving Lender’s Multicurrency Tranche B Revolving Credit Commitment or (y) Revolving Exposure exceeding such Revolving Lender’s Revolving Commitment. (e) For the avoidance of doubt, (i) prior to the Tranche A Revolving Facility Maturity Date, each Borrowing of Revolving Loans under this Section 2.01 shall be made pro rata between the Tranche A Revolving Loans and the Tranche B Revolving Loans in proportion to the amount of Tranche A Revolving Commitments and Tranche B Revolving Commitments on the date of such Borrowing and (ii) any Existing Revolving Loans (as defined in the Restatement Agreement) outstanding on the Closing Date shall be continued on such date as Revolving Loans hereunder; provided that (x) the Revolving Loans of each Tranche A Revolving Lender will be referred to as Tranche A Revolving Loans and (y) the Revolving Loans of each Tranche B Revolving Lender will be referred to as Tranche B Revolving Loans. Within the limits set forth in the preceding sentence clauses (c) and (d) above and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesLoans, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental New Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Refinancing Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Borrower from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. . (b) Subject to the terms and conditions set forth herein and the Amendment and Restatement Agreement, each Lender having a Tranche D Commitment made Tranche D Term Loans to the Borrower on the Restatement Effective Date in a principal amount equal to its Tranche D Commitment as set forth opposite such Lender’s name on Schedule 1 to the Amendment and Restatement Agreement. (c) Subject to the terms and conditions set forth herein and the Amendment and Restatement Agreement, each Lender having a Tranche E Commitment made Tranche E Term Loans to the Borrower on the Restatement Effective Date in a principal amount equal to its Tranche E Commitment as set forth opposite such Lender’s name on Schedule 1 to the Amendment and Restatement Agreement. (d) Amounts paid or prepaid repaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental . All Revolving Loans and Letters of Credit Commitment hereby agrees, severally and not jointly, outstanding under the Existing Credit Agreement on the Restatement Effective Date shall remain outstanding hereunder on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each : (a) Each Revolving Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, Revolving Loans in Dollars, Dollars to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result (after giving effect to any application of proceeds of such Borrowing pursuant to Section 2.10) in (a) such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Commitment or (b) the total Revolving Credit Commitment and (iii) to make Multicurrency Exposures exceeding the Aggregate Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentCommitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans; and (b) Each Term Lender agrees to make a Closing Date Term Loan in Dollars to the Borrower on the Effective Date in an amount not to exceed such Lender’s Closing Date Term Loan Commitment. Amounts paid repaid or prepaid in respect of Closing Date Term Loans may not be reborrowed. (b) . Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, Closing Date Term Loan made to the Borrower on the terms Effective Date shall result in an immediate and subject to the conditions set forth herein and permanent reduction in the applicable Incremental Revolving Credit Assumption AgreementClosing Date Term Loan Commitment in the principal amount of such Term Loan so made, to make Incremental Revolving Loans to be shared by the Borrower, Term Lenders in an aggregate principal amount at any time outstanding that will not result in such accordance with Term Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit CommitmentApplicable Percentage then in effect. Within Notwithstanding the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth hereinforegoing, the Borrower may borrow, pay or prepay definition of “Term Loans” shall mean and reborrow Incremental Revolving Loans.include references to both Closing Date Term Loans and Delayed Draw Term Loans once the Delayed Draw Term Loans are funded; and (c) Each Term Lender having an Incremental will make a term loan in Dollars to the Borrower (“Delayed Draw Term Loans”) to be funded at one time and in one borrowing on or after the Effective Date and on or prior to the Delayed Draw Term Loan Commitment hereby agreesTermination Date, severally and not jointlyin such Term Lender’s Applicable Percentage of such aggregate amounts as Borrower may request for such Delayed Draw Term Loans; provided, on that after giving effect to such Delayed Draw Term Loans, for each Lender, such Term Lender’s Applicable Percentage of the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Delayed Draw Term Loans to the Borrower, in an aggregate principal amount will not to at any time exceed its Incremental Delayed Draw Term Loan Commitment. Amounts paid Delayed Draw Term Loans that are repaid or prepaid by Borrower, in respect of Incremental Term Loans whole or in part, may not be reborrowed. The amount of the Delayed Draw Term Loans must be a minimum of at least $500,000 or such lesser amount that is the remaining undrawn Delayed Draw Term Loan Commitment. The Delayed Draw Term Loan Commitment shall automatically reduce to $0, and the commitments of Lenders to make Delayed Draw Term Loans shall automatically terminate, on the Delayed Draw Term Loan Commitment Termination Date. All other terms and provisions of the Delayed Draw Term Loans (if any) shall be identical to the Term Loans. Unless otherwise specifically provided herein, all references in the Loan Documents to Term Loans shall be deemed, unless the context otherwise requires, to include references to Delayed Draw Term Loans, once funded. The failure of any Lender to make any Delayed Draw Term Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Delayed Draw Term Loans as required. The Delayed Draw Term Loans shall amortize as set forth in Section 2.10.

Commitments. (a) Subject to the terms and conditions set forth herein, each US Tranche Lender agrees, severally and not jointly, (i) agrees to make a US Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, Company in Dollars, at any time and Dollars from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (a) such Revolving Credit US Tranche Lender’s Dollar Revolving Credit US Tranche Exposure exceeding such Lender’s Dollar US Tranche Commitment, or (b) the sum of the total US Tranche Exposures of all US Tranche Lenders exceeding the total US Tranche Commitments of all such Lenders. Within the foregoing limits and subject to the terms and conditions set forth herein, the Company may borrow, prepay and reborrow US Tranche Revolving Credit Commitment Loans. (b) Subject to the terms and (iii) conditions set forth herein, each Multicurrency Tranche Lender agrees to make Multicurrency Tranche Revolving Loans to the Borrower, Borrowers in Dollars or any Alternative Currency, at any time and Agreed Currencies from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that would not will not, subject to fluctuations in currency exchange rates, result in (a) such Revolving Credit Multicurrency Tranche Lender’s Multicurrency Revolving Credit Tranche Exposure exceeding the Dollar Amount of such Lender’s Multicurrency Revolving Credit Tranche Commitment, or (b) the sum of the total Multicurrency Tranche Exposures of all Multicurrency Tranche Lenders exceeding the total Multicurrency Tranche Commitments of all such Lenders. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Multicurrency Tranche Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Australian Term Tranche Lender agrees, severally and not jointly, (i) agrees to make a an Australian Term Tranche D Term Loan, in Dollars, Loan to the Australian Borrower on the Second Restatement DateEffective Date (or on the next following Business Day, if the Australian Borrower and the Administrative Agent shall so agree) in a principal US Dollars in an amount equal to such Australian Term Tranche Lender’s Australian Term Tranche Commitment. Amounts repaid in respect of Australian Term Tranche Loans may not be reborrowed. (b) Subject to exceed its the terms and conditions set forth herein, each US Tranche D Term Loan Commitment, (ii) Revolving Lender agrees to make Dollar US Tranche Revolving Loans to the Borrower, in Dollars, at any time and US Borrower from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender Availability Period in accordance with the terms hereof, US Dollars in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding (i) such Lender’s Dollar US Tranche Revolving Credit Exposure exceeding its US Tranche Revolving Commitment or (ii) the aggregate amount of the US Tranche Revolving Exposures exceeding the aggregate US Tranche Revolving Commitments. (c) Subject to the terms and (iii) conditions set forth herein, each Australian Revolving Tranche Lender agrees to make Multicurrency Australian Revolving Tranche Loans to the Borrower, in Dollars or any Alternative Currency, at any time and Australian Borrower from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender Availability Period in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay US Dollars or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, Australian Dollars in an aggregate principal amount at any time outstanding that will not result in (i) such Lender’s Incremental Australian Revolving Credit Tranche Exposure exceeding such Lender’s Incremental its Australian Revolving Credit Commitment. Tranche Commitment or (ii) the aggregate amount of the Australian Revolving Tranche Exposures exceeding the aggregate Australian Revolving Tranche Commitments. (d) Within the limits set forth in the preceding sentence foregoing limits, and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or repay, prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Standby Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or and after the Second Restatement Date, Original Effective Date and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with Lender. (b) Subject to the terms hereofand conditions and relying upon the representations and warranties set forth herein and in the applicable Local Currency Addendum, in an aggregate principal amount at any time outstanding that will each Local Currency Lender agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Revolving Local Currency Loans to the Borrower, in Dollars or any Alternative Currency, applicable Borrowers at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Local Currency Addendum and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Commitment (or the commitment under such Local Currency Addendum) of such Local Currency Lender. (c) Notwithstanding anything to the contrary contained in this Agreement, in no event may Standby Loans or Local Currency Loans be borrowed under this Article II or any Local Currency Addendum if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the aggregate Standby Credit Exposures and the aggregate Competitive Loan Exposures would exceed the Total Commitment then in effect; (ii) the Standby Credit Exposure of any Lender (and the Affiliates of such Lender in accordance with that are Local Currency Lenders) would exceed such Lender’s Commitment; or (iii) the terms hereof, in an Dollar Equivalent of the aggregate principal amount at of outstanding Local Currency Loans under any time outstanding that Local Currency Addendum would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentexceed the applicable Local Currency Facility Maximum Borrowing Amount. Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, pay or prepay and reborrow Standby Loans and Local Currency Loans hereunder, on and after the Original Effective Date and prior to the Maturity Date, subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, Loan to the Borrower on the Second Restatement Date, Closing Date in a principal amount not equal to exceed its Tranche D Term Loan Commitment, Commitment and (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Borrower from time to time on or after the Second Restatement Closing Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in clause (ii) of the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an a Refinancing Term Loan Commitment, Refinancing Revolving Credit Commitment, Incremental Term Loan Commitment or Incremental Revolving Credit Commitment hereby agreesCommitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Revolving Credit Assumption AgreementAgreement or Refinancing Amendment, to make Incremental Term Loans, Incremental Revolving Credit Loans, Refinancing Revolving Credit Loans or Refinancing Term Loans, as applicable, to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental equal to its Refinancing Term Loan Commitment, Refinancing Revolving Credit Exposure exceeding such Lender’s Commitment, Incremental Term Loan Commitment or Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitmentas applicable. Amounts paid or prepaid in respect of Incremental Term Loans or Refinancing Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Borrower from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (a) such Revolving Credit Lender’s Dollar 's Revolving Credit Exposure exceeding such Lender’s Dollar 's Revolving Loan Commitment or (b) the sum of the total Revolving Credit Commitment Exposures exceeding the total Revolving Loan Commitments. Subject to the terms and (iii) conditions hereof, each Lender severally agrees to make Multicurrency Revolving Loans a Term Loan to the Borrower, Borrower on the Effective Date in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment principal amount of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit 's Term Loan Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid Each Lender's agreement to make Revolving Loans denominated in Foreign Currency and to issue and participate in Foreign Currency Letters of Credit is subject to (1) such Foreign Currency being readily available to the Administrative Agent and to all Lenders and being freely transferable and freely convertible to dollars in the London foreign exchange market, and (2) Reuters (or prepaid any successor thereto) reporting a LIBO Rate for such Foreign Currency (with a BBSY rate for Australian dollars and CDOR for Canadian dollars) relating to the applicable Interest Period. In no event shall (x) the aggregate amount of Revolving Loans denominated in respect Foreign Currency plus the LC Exposure for Foreign Currency Letters of Term Loans may not be reborrowed. Credit exceed the Foreign Currency Sublimit, or (by) Each Lender having an Incremental any Lender's Revolving Credit Commitment hereby agreesExposure for Revolving Loans denominated in Foreign Currency plus such Lender's LC Exposure for Foreign Currency Letters of Credit exceed such Lender's Foreign Currency Commitment, severally in each case determined on each Currency Valuation Date. Pursuant to Chapter 346 (“Chapter 346”) of the Texas Credit Code, the Borrower, the Administrative Agent and the Lenders expressly agree that Chapter 346 shall not jointly, on apply to the terms Notes or to any Revolving Loan evidenced by the Notes and that neither the Notes nor any such Revolving Loan shall be governed by or subject to the conditions set forth herein and provisions of Chapter 346 in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loansmanner whatsoever. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Revolving Loans to the Borrower, Borrower in Dollars, Dollars at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and Borrower from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and or (iiiii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier sum of the total Revolving Credit Maturity Date with respect to Exposures exceeding the Multicurrency total Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentCommitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid Subject to the terms and conditions set forth herein, each Lender agrees to make a Term Loan to the Borrower on the Effective Date in respect of an aggregate principal amount equal to such Lender’s Term Loans Loan Commitment. The Borrower may not be reborrowedborrow, prepay and reborrow Term Loans. (b) Each Lender having The Borrower shall have the right, without the consent of the Lenders but with the prior approval of the Administrative Agent, not to be unreasonably withheld, to cause from time to time an Incremental increase in the total Revolving Credit Commitments of the Lenders by adding to this Agreement one or more additional Lenders or by allowing one or more Lenders to increase their respective Revolving Credit Commitments; provided however (i) no Event of Default shall have occurred hereunder which is continuing, (ii) no such increase shall cause the aggregate Revolving Credit Commitments hereunder to exceed $1,150,000,000, and (iii) no Lender’s Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in shall be increased without such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loansconsent. (c) Each Lender having an Incremental The Borrower may make a single request for a joint one-year extension of the Revolving Credit Maturity Date and Term Loan Commitment hereby agreesMaturity Date by delivering a written request for same to the Administrative Agent no earlier than 30 days prior to the first anniversary of the Effective Date and no later than 30 days prior to the Revolving Credit Maturity Date and Term Loan Maturity Date. Any such extension shall be effective if (i) consented to by Required Lenders within thirty (30) days after such request, severally and not jointly, (ii) on the terms Revolving Credit Maturity Date and Term Loan Maturity Date as it existed immediately before such extension (A) the Revolving Credit Commitments of the dissenting Lenders are terminated (which termination shall be effective automatically), (B) all amounts owing to such dissenting Lenders are paid in full (which payments shall not be subject to Section 2.11), and (C) the total Revolving Credit Commitments are permanently reduced by an amount equal to such dissenting Lenders’ Revolving Credit Commitments so terminated, except to the extent that the Revolving Credit Commitments of the dissenting Lenders are replaced pursuant to Section 2.19(b) and/or one or more Lenders agree(s) to increase their respective Revolving Credit Commitment(s), (iii) all conditions precedent for a Borrowing set forth herein in Section 4.02 have been satisfied, and in (iv) the applicable Incremental Borrower does not withdraw its request for such extension before the Revolving Credit Maturity Date and Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedMaturity Date.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of UCAR and the Borrower set forth herein as of the Second Closing Date and in the Effectiveness Agreement, as applicable, each Lender, severally and not jointly: (i) made a Tranche A Term Loan to the Borrower on the Second Closing Date, the outstanding principal amount of which as of the date hereof is set forth opposite its name on Schedule 2.01(a); and (ii) made a Tranche B Term Loan to the Borrower on the Second Closing Date, the outstanding principal amount of which as of the date hereof is set forth opposite its name on Schedule 2.01(a). (b) Subject to the terms and conditions and relying upon the representations and warranties of UCAR and the Borrower set forth herein, each Lender agrees, severally and not jointly, : (i) to make a Tranche D Term Loan, in Dollars, U.S. dollar-denominated Revolving Loans to the Borrower on and any other Credit Party from time to time during the Second Restatement DateRevolving Availability Period, in a an aggregate principal amount at any time outstanding that will not to exceed result in such Lender's Revolving Credit Exposure exceeding its Tranche D Term Loan Revolving Credit Commitment, ; and (ii) to make Dollar Revolving Tranche A Reimbursement Loans to the Borrower, in Dollarsas contemplated herein, at any time and from time to time on or after the Second Restatement Effective Date, and until the earlier of the Revolving Credit Tranche A Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Tranche A Reimbursement Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender's Tranche A Exposure exceeding its Tranche A Reimbursement Commitment. (i) The Swingline Lender hereby agrees, subject to the terms and conditions and relying upon the representations and warranties of UCAR and the Borrower herein set forth, and subject to the limitations set forth below with respect to the maximum amount of Swingline Loans permitted to be outstanding from time to time, to make a portion of the Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans Commitments available to the Borrower, in Dollars or any Alternative Currency, at any time and Borrower from time to time on or after the Second Restatement Date, and until the earlier of during the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, Availability Period in an aggregate principal amount not to exceed its Incremental Term the Swingline Loan Commitment, by making Swingline Loans to the Borrower. Amounts paid or prepaid in respect of Incremental Term Swingline Loans may be made notwithstanding the fact that such Swingline Loans, when aggregated with the Swingline Lender's outstanding Revolving Loans, Revolving L/C Exposure and outstanding Swingline Loans, may exceed the Swingline Lender's Revolving Credit Commitment. The original amount of the Swingline Loan Commitment is $10,000,000. The Swingline Loan Commitment shall expire on the date the Revolving Credit Commitments are terminated and all Swingline Loans and all other amounts owed hereunder with respect to Swingline Loans shall be paid in full no later than that date. The Borrower shall give the Swingline Lender telephonic, written or telecopy notice (in the case of telephonic notice, such notice shall be promptly confirmed in writing or by telecopy) not later than 12:00 (noon), New York City time, on the day of a proposed borrowing. Such notice shall be delivered on a Business Day, shall be irrevocable, shall refer to this Agreement and shall specify the requested date (which shall be a Business Day) and amount of such Swingline Loan. The Swingline Lender shall give the Administrative Agent, which shall in turn give to each Lender, prompt written or telecopy advice of any notice received from the Borrower pursuant to this paragraph. (ii) In no event shall (A) the aggregate principal amount of Swingline Loans outstanding at any time exceed the aggregate Swingline Loan Commitment in effect at such time, (B) the Aggregate Revolving Credit Exposure at any time exceed the Total Revolving Credit Commitment at such time or (C) the aggregate Swingline Loan Commitment exceed at any time the Total Revolving Credit Commitment in effect at such time. Swingline Loans may only be made as ABR Loans. (iii) With respect to any Swingline Loans which have not been voluntarily prepaid by the Borrower, the Swingline Lender (by request to the Administrative Agent) or Administrative Agent at any time may, and shall at any time Swingline Loans in an amount not less than $5,000,000 shall have been outstanding for more than 10 days, on one Business Day's notice, require each Revolving Credit Lender, including the Swingline Lender, and each Lender hereby agrees, subject to the provisions of this Section 2.01(c), to make a Revolving Loan (which shall be funded as an ABR loan) in an amount equal to such Lender's Applicable Percentage of the amount of the Swingline Loans ("REFUNDED SWINGLINE LOANS") outstanding on the date notice is given which the Swingline Lender requests the Lenders to prepay; PROVIDED that so long as no Default or Event of Default shall have occurred and be continuing, the Lenders shall not be reborrowedrequired to make such Revolving Loans if the aggregate principal amount of Swingline Loans outstanding as of the most recent Tuesday (or the first Business Day occurring after any such Tuesday if such Tuesday is not a Business Day) is less than $1,000,000. (iv) In the case of Revolving Loans made by Lenders other than the Swingline Lender under the immediately preceding paragraph (iii), each such Lender shall make the amount of its Revolving Loan available to the Administrative Agent, in same day funds, at the office of the Administrative Agent located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, not later than 1:00 p.m., New York City time, on the Business Day next succeeding the date such notice is given. The proceeds of such Revolving Loans shall be immediately delivered to the Swingline Lender (and not to the Borrower) and applied to repay the Refunded Swingline Loans. On the day such Revolving Loans are made, the Swingline Lender's Applicable Percentage of the Refunded Swingline Loans shall be deemed to be paid with the proceeds of a Revolving Loan made by the Swingline Lender and such portion of the Swingline Loans deemed to be so paid shall no longer be outstanding as Swingline Loans and shall be outstanding as Revolving

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Standby Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or and after the Second Restatement Date, Effective Date and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with Lender. (b) Subject to the terms hereofand conditions and relying upon the representations and warranties set forth herein and in the applicable Local Currency Addendum, in an aggregate principal amount at any time outstanding that will each Local Currency Lender agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Revolving Local Currency Loans to the Borrower, in Dollars or any Alternative Currency, applicable Borrowers at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Local Currency Addendum and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Commitment (or the commitment under such Local Currency Addendum) of such Local Currency Lender. (c) Notwithstanding anything to the contrary contained in this Agreement, in no event may Standby Loans or Local Currency Loans be borrowed under this Article II or any Local Currency Addendum if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the aggregate Standby Credit Exposures and the aggregate Competitive Loan Exposures would exceed the Total Commitment then in effect; (ii) the Standby Credit Exposure of any Lender (and the Affiliates of such Lender in accordance with that are Local Currency Lenders) would exceed such Lender’s Commitment; (iii) the terms hereof, in an portion of the aggregate Standby Credit Exposures (excluding LC Exposures) and the aggregate Competitive Loan Exposures attributable to Borrowings by Hartford Life would exceed $250,000,000 or (iv) the Dollar Equivalent of the aggregate principal amount at of outstanding Local Currency Loans under any time outstanding that Local Currency Addendum would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentexceed the applicable Local Currency Facility Maximum Borrowing Amount. Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, pay or prepay and reborrow Standby Loans and Local Currency Loans hereunder, on and after the Effective Date and prior to the Maturity Date, subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, agrees (a) to make (i) to make a Tranche D Term Loan, Global Revolving Facility Loans denominated in Dollars, Dollars to the U.S. Borrower on the Second Restatement Date, in a principal amount not to exceed from its Tranche D Term Loan Commitment, U.S. Lending Office and (ii) Global Revolving Facility Loans denominated in Dollars or Foreign Currencies to make Dollar Revolving Loans to the BorrowerForeign Subsidiary Borrowers from its Global Lending Office, in Dollars, at any time the case of clauses (i) and (ii) from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (A) such Lender's Global Revolving Facility Credit Exposure exceeding (1) such Lender’s Dollar 's Global Revolving Facility Commitment minus (2) such Lender's Ancillary Commitment or (B) the Global Revolving Facility Credit Exposure exceeding (1) the total Global Revolving Facility Commitments minus (2) the total Ancillary Commitments, and (b) to make U.S. Revolving Facility Loans denominated in Dollars to the U.S. Borrower from its U.S. Lending Office from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Lender's U.S. Revolving Facility Credit Exposure exceeding such Lender’s Dollar 's U.S. Revolving Credit Facility Commitment and or (iiiii) to make Multicurrency the U.S. Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Facility Credit Exposure exceeding such Lender’s Multicurrency the total U.S. Revolving Credit CommitmentFacility Commitments. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Subject to the terms and conditions set forth herein and in the Third Amendment and Restatement Agreement, each Lender having a Tranche E Term Loan Commitment made a Tranche E Term Loan to the U.S. Borrower on the Restatement Effective Date in a principal amount equal to its Tranche E Term Loan Commitment. All Tranche A-1 Term Loans, Tranche D Term Loans, Revolving Loans, Swingline Loans and Letters of Credit outstanding under the Existing Credit Agreement on the Restatement Effective Date shall remain outstanding hereunder on the terms set forth herein. Amounts paid or prepaid repaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender with a Tranche A Commitment agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, A Loan available to the Borrower on the Second Restatement a Borrowing Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the BorrowerU.S. Dollars, in Dollarsthe amount of such Lender’s Relevant Percentage of the requested Borrowing, at on any time and from time to time one or more New York Business Days on or after before the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Commitment Termination Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount up to and including, but not to exceed, as to each such Lender, the aggregate principal amount of such Lender’s Tranche A Commitment (taking into account any Tranche A Loans previously disbursed by such Lender at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, Effective Date and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowedyet repaid). (b) Each Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Lender having an Incremental Revolving Credit with a Tranche B Commitment hereby agrees, severally and not jointly, on the terms and subject to make a Tranche B Loan available to the conditions set forth herein and Borrower on a Borrowing Date, in U.S. Dollars, in the applicable Incremental Revolving Credit Assumption Agreementamount of such Lender’s Relevant Percentage of the requested Borrowing, to make Incremental Revolving Loans to on any one or more New York Business Days on or before the Borrower, Commitment Termination Date in an aggregate principal amount up to and including, but not to exceed, as to each such Lender, the aggregate principal amount of such Lender’s Tranche B Commitment (taking into account any Tranche B Loans previously disbursed by such Lender at any time outstanding that will after the Effective Date and not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loansyet repaid). (c) Each Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Lender having an Incremental Term Loan with a Tranche C Commitment hereby agrees, severally and not jointly, on the terms and subject to make a Tranche C Loan available to the conditions set forth herein and Borrower on a Borrowing Date, in U.S. Dollars, in the applicable Incremental Term Loan Assumption Agreementamount of such Lender’s Relevant Percentage of the requested Borrowing, to make Incremental Term Loans to on any one or more New York Business Days on or before the Borrower, Commitment Termination Date in an aggregate principal amount up to and including, but not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect exceed, as to each such Lender, the aggregate principal amount of Incremental Term such Lender’s Tranche C Commitment (taking into account any Tranche C Loans may previously disbursed by such Lender at any time after the Effective Date and not be reborrowedyet repaid).

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, each : (a) Each Lender with an Initial Revolving Credit Commitment agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, Borrower at any time and from time to time on or after the Second Restatement Closing Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid ; provided that if at any time more than one Class of Revolving Credit Commitments are outstanding, any such borrowing, payment, prepayment or prepaid in respect reborrowing shall be allocated ratably according to the Pro Rata Percentages of Term Loans may not be reborrowedeach Lender without regard to the Class of Revolving Credit Commitments held by such Lender. (b) Each Lender having with an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the BorrowerBorrower at any time and from time to time on or after the date of effectiveness of the Incremental Revolving Credit Commitment, and until the earlier of the Incremental Maturity Date and the termination of the Incremental Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an ; provided that if at any time more than one Class of Incremental Term Loan Commitment hereby agreesRevolving Credit Commitments are outstanding, severally and not jointlyany such borrowing, on the terms and subject payment, prepayment or reborrowing shall be allocated ratably according to the conditions set forth herein and in the applicable Pro Rata Percentages of each Incremental Term Loan Assumption Agreement, to make Incremental Term Loans Lender without regard to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect Class of Incremental Term Loans may not be reborrowedRevolving Credit Commitments held by such Incremental Lender.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Standby Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with Lender. (b) Subject to the terms hereofand conditions and relying upon the representations and warranties set forth herein and in the applicable Local Currency Addendum, in an aggregate principal amount at any time outstanding that will each Local Currency Lender agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Revolving Local Currency Loans to the Borrower, in Dollars or any Alternative Currency, applicable Borrowers at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Local Currency Addendum and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Commitment (or the commitment under such Local Currency Addendum) of such Local Currency Lender. (c) Notwithstanding anything to the contrary contained in this Agreement, in no event may Standby Loans or Local Currency Loans be borrowed under this Article II or any Local Currency Addendum if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the aggregate Standby Credit Exposures and the aggregate Competitive Loan Exposures would exceed the Total Commitment then in effect; (ii) the Standby Credit Exposure of any Lender (and the Affiliates of such Lender in accordance with that are Local Currency Lenders) would exceed such Lender’s Commitment; or (iii) the terms hereof, in an Dollar Equivalent of the aggregate principal amount at of outstanding Local Currency Loans under any time outstanding that Local Currency Addendum would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentexceed the applicable Local Currency Facility Maximum Borrowing Amount. Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, pay or prepay and reborrow Standby Loans and Local Currency Loans hereunder, prior to the Maturity Date, subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (ai) Each Converting Term Lender severally agrees that its Converting Term Loans are hereby converted to a like principal amount of Restatement Effective Date Term Loans on the Restatement Effective Date. All accrued and unpaid interest on the Converting Term Loans to, but not including, the Restatement Effective Date shall be payable on the Restatement Effective Date, but no amounts under Section 2.16(c) shall be payable in connection with such conversion. (ii) Subject to the terms and conditions set forth hereinhereof, each Lender agrees, (other than the Converting Term Lenders) severally and not jointly, (i) agrees to make on the Restatement Effective Date a Tranche D Restatement Effective Date Term Loan, in Dollars, Loan to the Borrower on in an amount equal to such Lender’s Pro Rata Share relative to the Second total amount of Borrowings specified in the Borrowing Notice, up to the amount of such Lender’s Restatement Date, in a principal amount not to exceed its Tranche D Effective Date Term Loan Commitment. The Borrower shall prepay the aggregate principal amount of the Non-Converting Term Loans with a portion of the aggregate net proceeds of such Restatement Effective Date Term Loans, (ii) to make Dollar Revolving concurrently with the receipt thereof. All accrued and unpaid interest on the Non-Converting Term Loans to to, but not including, the Borrower, in Dollars, at any time and from time to time Restatement Effective Date shall be payable on or after the Second Restatement Effective Date, and until the earlier of the Revolving Credit Maturity Date Borrower will make any payments required under Section 2.16(c) with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender Non-Converting Term Loans in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and therewith. (iii) Any amount borrowed under this Section 2.01(a) and subsequently repaid or prepaid may not be reborrowed. Subject to make Multicurrency Revolving Loans to the BorrowerSections 2.11(a) and 2.12, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date all amounts owed hereunder with respect to the Multicurrency Revolving Credit Commitment of such Lender and Restatement Effective Date Term Loans shall be paid in full no later than the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Restatement Effective Date Term Loan Maturity Date. Each Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Restatement Effective Date Term Loan Commitment hereby agrees, severally shall terminate immediately and without further action to the extent not jointly, drawn on the terms and subject to the conditions set forth herein and Restatement Effective Date. The aggregate amount of Restatement Effective Date Term Loans requested in the applicable Incremental Borrowing Notice on the Restatement Effective Date shall not exceed the aggregate amount of Restatement Effective Date Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowedCommitments.

Commitments. (a) From and including the Effective Date and prior to the Facility Termination Date, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to (i) make or allow there to be continued and converted Revolving Credit Loans denominated in any Syndicated Currency to the Company and (ii) participate in Swing Line Loans and Facility LCs issued upon the request of the Company, from time to time so long as after giving effect thereto (and to any other Credit Extension to be advanced or continued and to any concurrent repayment of Loans) (i) the U.S. Dollar Equivalent of the Aggregate Outstanding Revolving Credit Exposure of such Lender is equal to or less than its Revolving Credit Commitment, (ii) the U.S. Dollar Equivalent of the Aggregate Outstanding Revolving Credit Exposure of all Lenders does not exceed the Aggregate Revolving Credit Commitments and (iii) the U.S. Dollar Equivalent of the Aggregate Outstanding Credit Exposure of all Lenders does not exceed the Aggregate Commitments. Subject to the terms of this Agreement, the Company may borrow, repay and reborrow Revolving Credit Loans at any time prior to the Facility Termination Date. The Commitments to lend hereunder shall expire on the Facility Termination Date (or such earlier date as may be required pursuant to the provisions hereof). The LC Issuer will issue Facility LCs hereunder on the terms and conditions set forth in Section 2.19. (b) Subject to the terms and conditions set forth hereinof this Agreement and the applicable Alternate Currency Addendum, each Lender agrees, severally from and not jointly, (i) to make a Tranche D Term Loan, in Dollars, including the later of the date of this Agreement and the date of execution of the applicable Alternate Currency Addendum and prior to the Borrower on Facility Termination Date (unless an earlier termination date shall be specified in the Second Restatement Dateapplicable Alternate Currency Addendum), in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender Agent and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, applicable Alternate Currency Lenders severally and not jointlyagree, on the terms and subject to the conditions set forth herein in this Agreement and in the applicable Incremental Revolving Credit Assumption AgreementAlternate Currency Addendum, to make Incremental Revolving Loans or allow there to be continued Alternate Currency Advances under such Alternate Currency Addendum to the Borrowerapplicable Borrower party to such Alternate Currency Addendum from time to time in the applicable Alternate Currency, in an amount not to exceed each such Alternate Currency Lender’s applicable Alternate Currency Commitment; provided, however, at no time shall (i) the U.S. Dollar Equivalent of the Aggregate Alternate Currency Commitments exceed $20,000,000, (ii) the U.S. Dollar Equivalent of the Alternate Currency Advances for any specific Alternate Currency exceed the aggregate of the Alternate Currency Commitments for that Alternate Currency, (iii) the U.S. Dollar Equivalent of the aggregate outstanding principal amount of the Alternate Currency Loans under any Alternate Currency Facility of any Lender exceed its Alternate Currency Commitment for such Alternate Currency Facility, and (iv) the U.S. Dollar Equivalent of the Aggregate Outstanding Credit Exposure of all Lenders exceed the Aggregate Commitments. Each Alternate Currency Advance shall consist of Alternate Currency Loans made by each applicable Alternate Currency Lender ratably in proportion to such Alternate Currency Lender’s respective Alternate Currency Share. Subject to the terms of this Agreement and the applicable Alternate Currency Addendum, the Borrowers may borrow, repay and reborrow Alternate Currency Advances at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject prior to the terms, conditions and limitations set forth hereinFacility Termination Date. On the Facility Termination Date, the outstanding principal balance of the Alternate Currency Advances shall be paid in full by the applicable Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loansprior to the Facility Termination Date prepayments of the Alternate Currency Advances shall be made by the applicable Borrower if and to the extent required by this Agreement. (c) Each If for any reason any applicable Alternate Currency Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject fails to make payment to the conditions set forth herein Agent of any amount due under this Agreement and the applicable Alternate Currency Addendum, the Agent shall be entitled to receive, retain and apply against such obligation the principal and interest otherwise payable to such Alternate Currency Lender hereunder until the Agent receives such payment from such Alternate Currency Lender or such obligation is otherwise fully satisfied. In addition to the foregoing, if for any reason any Alternate Currency Lender fails to make payment to the Agent of any amount due under this Agreement and the applicable Alternate Currency Addendum, such Alternate Currency Lender shall be deemed, at the option of the Agent, to have unconditionally and irrevocably purchased from the applicable Agent, without recourse or warranty, an undivided interest in and participation in the applicable Incremental Term Loan Assumption AgreementAlternate Currency Advance in the amount such Alternate Currency Lender was required to pay pursuant to this Agreement and the applicable Alternate Currency Addendum, to make Incremental Term Loans and such interest and such participation may be recovered from such Alternate Currency Lender together with interest thereon at the rate per annum equal to the BorrowerAgent’s cost of funds for each day during the period commencing on the date of demand by the Agent and ending on the date such obligation is fully satisfied. (d) The Company may, by written notice to the Agent request the establishment of additional Alternate Currency Facilities in an additional Alternate Currencies (other than Syndicated Currencies) provided the U.S. Dollar Equivalent of the aggregate principal amount of all of the Alternate Currency Commitments does not exceed $20,000,000 (“Request for a New Alternate Currency Facility”). The Agent will promptly forward to the Lenders any Request for a New Alternate Currency Facility received from the Company; provided each Lender shall be deemed not to exceed have agreed to such request unless its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.written consent thereto has been received by the Agent within ten

Commitments. (a) Subject to the terms and conditions set forth herein: (a) On the Restatement Effective Date, the “Term A Loans” (under and as defined in the Original Credit Agreement) of each Term A Lender shall continue hereunder and are deemed to be Term A Loans; (b) each Lender agrees, severally and not jointly, (i) with a Term A-1 Loan Commitment on the Restatement Effective Date is deemed to make a Tranche D Term Loan, A-1 Loan denominated in Dollars, Dollars to the Borrower Borrowers on the Second Restatement Date, Effective Date in a principal amount not equal to exceed its Tranche D Term A-1 Loan Commitment, ; (iic) each Lender with a Deferred Term A Loan Commitment on the Restatement Effective Date is deemed to make Dollar Revolving Loans a Deferred Term A Loan denominated in ​ Dollars to the Borrower, Borrowers on the Restatement Effective Date in Dollars, at any time and a principal amount equal to its Deferred Term A Loan Commitment; (d) each Lender agrees to make Revolving Facility Loans denominated in Dollars of a Class to the Borrowers from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar Revolving Facility Credit Exposure of such Class exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Facility Commitment of such Lender and Class or (ii) the termination of the Multicurrency Revolving Facility Credit Commitment Exposure of such Lender in accordance with Class exceeding the terms hereof, in an aggregate principal amount at any time outstanding that would not result in total Revolving Facility Commitments of such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentClass. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow amounts under the Revolving Facility Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed.; (be) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on subject to the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans denominated in Dollars to the BorrowerBorrowers, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment; (f) with respect to each Converted Term A Loan of each Amendment No. Amounts paid or prepaid in 1 Consenting Lender, a principal amount of such Converted Term A Loan equal to (x) the Converted Deferred Term A-1 Loan Amount thereof, shall be converted into a Deferred Term A-1 Loan of like principal amount on the Amendment No. 1 Effective Date and (y) the remaining principal amount of such Converted Term A Loan after giving effect to the conversion pursuant to subclause (x) above, shall be converted into a Term A-2 Loan on the Amendment No. 1 Effective Date; (g) with respect to each Converted Term A-1 Loan of Incremental each Amendment No. 1 Consenting Lender, a principal amount of such Converted Term Loans may not A-1 Loan equal to (x) the Converted Deferred Term A-1 Loan Amount thereof, shall be reborrowedconverted into a Deferred Term A-1 Loan of like principal amount on the Amendment No. 1 Effective Date and (y) the remaining principal amount of such Converted Term A-1 Loan after giving effect to the conversion pursuant to subclause (x) above, shall be converted into a Term A-2 Loan on the Amendment No. 1 Effective Date; and (h) the Converted Deferred Term A Loan of each Amendment No. 1 Consenting Lender shall be converted into a Deferred Term A-1 Loan of like principal amount on the Amendment No. 1 Effective.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, : (i) each Lender with a U.S. Term Loan Commitment agrees, severally and not jointly, (i) to make a Tranche D U.S. Term Loan, in Dollars, Loan to the U.S. Borrower on the Second Restatement Closing Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) equal to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit its U.S. Term Loan Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of U.S. Term Loans may not be reborrowed. (ii) each Lender with a Cayman Term Loan Commitment agrees, severally and not jointly, to make a Cayman Term Loan to the Cayman Borrower on the Closing Date, in an aggregate principal amount equal to its Cayman Term Loan Commitment. Amounts paid or prepaid in respect of Cayman Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesTerm Loan Commitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Assumption Agreement, to make Incremental Term Loans to the U.S. Borrower or Cayman Borrower, as applicable, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed. (c) Each Lender with an Incremental Revolving Credit Assumption AgreementCommitment agrees, severally and not jointly, to make Incremental Revolving Loans to the U.S. Borrower or Cayman Borrower, as applicable, at any time and from time to time on or after the date of effectiveness of the Incremental Revolving Commitment, and until the earlier of the Incremental Revolving Credit Maturity Date and the termination of the Incremental Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Closing Date, in Dollars, in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, and (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Initial Revolving Loans may borrowbe borrowed, pay or prepay paid, repaid and reborrow Revolving Loansreborrowed. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Additional Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Additional Loans of such Class to the Borrower, in an aggregate principal amount which Loans shall not exceed for any such Additional Lender at the time of any time outstanding that will not result in incurrence thereof the Additional Commitment of such Lender’s Incremental Revolving Credit Exposure exceeding Class of such Lender’s Incremental Revolving Credit Commitment. Within the limits Additional Lender as set forth in the preceding sentence and subject to the termsapplicable Refinancing Amendment, conditions and limitations set forth herein, the Borrower may borrow, pay Extension Amendment or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having an Incremental Subject to the terms and conditions hereof and of the First Amendment, each Tranche B-1 Term Loan Lender with a Tranche B-1 Term Commitment hereby agreesseverally made or exchanged, severally and not jointlyas applicable, on the terms and subject First Amendment Effective Date, a Tranche B-1 Term Loan to the conditions set forth herein and Borrower in the applicable Incremental Dollars in an amount equal to such Tranche B-1 Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.Lender’s Tranche B-1

Commitments. (a) Subject to the terms and conditions set forth herein: (a) On the Restatement Effective Date, the “Term A Loans” (under and as defined in the Original Credit Agreement) of each Term A Lender shall continue hereunder and are deemed to be Term A Loans; (b) each Lender agrees, severally and not jointly, (i) with a Term A-1 Loan Commitment on the Restatement Effective Date is deemed to make a Tranche D Term Loan, A-1 Loan denominated in Dollars, Dollars to the Borrower Borrowers on the Second Restatement Date, Effective Date in a principal amount not equal to exceed its Tranche D Term A-1 Loan Commitment, ; (iic) each Lender with a Deferred Term A Loan Commitment on the Restatement Effective Date is deemed to make Dollar Revolving Loans a Deferred Term A Loan denominated in Dollars to the Borrower, Borrowers on the Restatement Effective Date in Dollars, at any time and a principal amount equal to its Deferred Term A Loan Commitment; (d) each Lender agrees to make Revolving Facility Loans denominated in Dollars of a Class to the Borrowers from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar Revolving Facility Credit Exposure of such Class exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Facility Commitment of such Lender and Class or (ii) the termination of the Multicurrency Revolving Facility Credit Commitment Exposure of such Lender in accordance with Class exceeding the terms hereof, in an aggregate principal amount at any time outstanding that would not result in total Revolving Facility Commitments of such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentClass. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow amounts under the Revolving Facility Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed.; and (be) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on subject to the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans denominated in Dollars to the BorrowerBorrowers, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender agreesseverally, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Parent Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, (ii) each Initial Revolving Lender severally, and not jointly, agrees to make Dollar Initial Revolving Loans to the Borrower, applicable Borrowers in Dollars, Dollars or any Alternate Currency validly established after the Closing Date at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Initial Revolving Credit Commitment and (iii) each Amendment No. 1 Replacement and Incremental Revolving Lender severally, and not jointly, agrees to make Multicurrency Amendment No. 1 Replacement and Incremental Revolving Loans to the Borrower, applicable Borrowers in Dollars or any Alternative Currency, Alternate Currency validly established after the Amendment No. 1 Effective Date at any time and from time to time on or and after the Second Restatement Amendment No. 1 Effective Date, and until the earlier of the Amendment No. 1 Replacement and Incremental Revolving Credit Maturity Date with respect to and the Multicurrency termination of the Amendment No. 1 Replacement and Incremental Revolving Credit Commitment of such Lender Amendment No. 1 Replacement and the termination of the Multicurrency Incremental Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that would not result in Borrowing of Amendment No. 1 Replacement and Incremental Revolving Loans, the Outstanding Amount of such Amendment No. 1 Replacement and Incremental Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentAmendment No. Within the limits set forth in the preceding sentence 1 Replacement and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding shall not exceed such Lender’s Incremental Revolving Credit CommitmentAmendment No. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.1

Commitments. Subject to the terms and conditions set forth herein and in the Amendment and Restatement Agreement, (a) Subject each Lender listed on Schedule 1 to the Amendment and Restatement Agreement agrees to make a Tranche B-1 Term Loan in U.S. Dollars to the Borrower on the Restatement Effective Date in a principal amount not exceeding its Tranche B-1 Commitment or to convert such Lender’s Original Tranche B Term Loans into Tranche B-1 Term Loans on the Restatement Effective Date (in each case, as provided in the Amendment and Restatement Agreement) and (b) each Lender having a Revolving Commitment agrees (i) to make Global Revolving Loans to the Borrower from time to time during the Revolving Availability Period in U.S. Dollars or in any Alternative Currency in an aggregate principal amount that will not result in such Lender’s Global Revolving Exposure exceeding such Lender’s Global Revolving Commitment and (ii) to make U.S. Revolving Loans to the Borrower from time to time during the Revolving Availability Period in U.S. Dollars in an aggregate principal amount that will not result in such Lender’s U.S. Revolving Exposure exceeding such Lender’s U.S. Revolving Commitment, provided that no Global Revolving Loan shall be made in an Alternative Currency if, after the making of such Global Revolving Loan, the U.S. Dollar Equivalent of the aggregate principal amount of outstanding Global Revolving Loans denominated in an Alternative Currency would exceed $50,000,000. Within the foregoing limits and subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid repaid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental . All Term Loans, Revolving Loans, Swingline Loans and Letters of Credit Commitment hereby agrees, severally and not jointly, outstanding under the 2005 Credit Agreement on the Restatement Effective Date shall remain outstanding hereunder on the terms and subject to the conditions set forth herein, except as otherwise provided herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans Amendment and Restatement Agreement with respect to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Original Tranche B Term Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, : (i) each Lender with an Initial U.S. Term Loan Commitment agrees, severally and not jointly, (i) to make a Tranche D U.S. Term Loan, in Dollars, Loan to the U.S. Borrower on the Second Third Restatement Date, in a an aggregate principal amount not equal to exceed its Tranche D Initial U.S. Term Loan Commitment, . Amounts paid or prepaid in respect of U.S. Term Loans made on the Third Restatement Date may not be reborrowed. (ii) each Lender with a Cayman Term Loan Commitment agrees, severally and not jointly, to make Dollar a Cayman Term Loan to the Cayman Borrower on the Third Restatement Date, in an aggregate principal amount equal to its Cayman Term Loan Commitment. Amounts paid or prepaid in respect of Cayman Term Loans may not be reborrowed. (iii) Each Lender with an Initial Revolving Credit Commitment agrees, severally and not jointly, to make Revolving Loans to the Borrower, in Dollars, U.S. Borrower at any time and from time to time on or after the Second Third Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Initial Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the U.S. Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid ; provided that if at any time more than one Class of Revolving Credit Commitments are outstanding, any such borrowing, payment, prepayment or prepaid in respect reborrowing shall be allocated ratably according to the Pro Rata Percentages of Term Loans may not be reborrowedeach Revolving Credit Lender without regard to the Class of Revolving Credit Commitments held by such Revolving Credit Lender. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesTerm Loan Commitment, severally and not jointly, on hereby agrees, subject to the terms and subject to conditions and relying upon the conditions representations and warranties set forth herein and in the applicable Incremental Assumption Agreement, to make Incremental Term Loans to the U.S. Borrower or Cayman Borrower, as applicable, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed. (c) Each Lender with an Incremental Revolving Credit Assumption AgreementCommitment agrees, severally and not jointly, to make Incremental Revolving Loans to the U.S. Borrower or Cayman Borrower, as applicable, at any time and from time to time on or after the date of effectiveness of the Incremental Revolving Commitment, and until the earlier of the Incremental Revolving Credit Maturity Date and the termination of the Incremental Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower both Borrowers may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an ; provided that if at any time more than one Class of Incremental Term Loan Commitment hereby agreesRevolving Credit Commitments are outstanding, severally and not jointlyany such borrowing, on the terms and subject payment, prepayment or reborrowing shall be allocated ratably according to the conditions set forth herein and in the applicable Pro Rata Percentages of each Incremental Term Loan Assumption Agreement, to make Incremental Term Loans Revolving Credit Lender without regard to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect Class of Incremental Term Loans may not be reborrowedRevolving Credit Commitments held by such Incremental Revolving Credit Lender.

Commitments. (a) On the Original Closing Date, the Lenders made the Original Tranche A Term Loans and the Original Tranche B Term Loans to the Company, in dollars, and upon the making of such Loans the Original Term Loan Commitments terminated. Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (ia) to make a Incremental Tranche D A Term LoanLoans to the Company and the Subsidiary Borrower, in Dollarsdollars or an Alternative Currency, on the First Amended and Restated Credit Agreement Closing Date in an aggregate principal amount not to exceed its Incremental Tranche A Commitment (determined, in the case of such a Loan in an Alternative Currency, with reference to the Borrower Exchange Rate on the Second Restatement First Amended and Restated Credit Agreement Closing Date), provided, that, Incremental Tranche A Term Loans made to the Subsidiary Borrower shall not exceed $8,822,000 in aggregate principal amount, (b) to make Tranche C Term Loans to the Company, in dollars, on the First Amended and Restated Credit Agreement Closing Date in a principal amount not to exceed its Tranche D Term Loan Commitment, C Commitment and (iic) to make Dollar Revolving Loans to the Borrower, in DollarsCompany, at any time and from time to time on or after the Second Restatement Datedate hereof, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in dollars, in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar 's Revolving Credit Exposure exceeding such Lender’s Dollar 's Revolving Credit Commitment and or (iiiii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after sum of (x) the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Aggregate Revolving Credit Exposure and (y) the Pari Passu Exposure exceeding such Lender’s Multicurrency the Total Revolving Credit Commitment. Within the limits set forth in clause (c) of the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Company may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an . Lenders with Incremental Revolving Credit Commitment hereby agreesTranche A Commitments may allocate the Incremental Tranche A Term Loans made to the Subsidiary Borrower among themselves, severally and not jointlythrough assignment, on the terms and participation or other method pursuant to a separate agreement among such Lenders, subject to the conditions set forth herein and in approval of the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving LoansCompany. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. Subject to the terms and conditions set forth herein and in the Effectiveness Agreement, each Lender agrees (a) to consummate the transactions with respect to Tranche A Term Loans contemplated by the Effectiveness Agreement to be consummated by it on the Effectiveness Date and to hold after giving effect thereto a Tranche A Term Loan to the Company on the Effectiveness Date in a principal amount not exceeding its Tranche A Term Loan Commitment, (b) to make a Tranche B Term Loan to the Company on the Effectiveness Date in a principal amount not exceeding its Tranche B Term Loan Commitment and (c) to consummate the transactions with respect to Revolving Loans contemplated by the Effectiveness Agreement to be consummated by it on the Effectiveness Date and to hold after giving effect thereto Revolving Loans to the Company in an aggregate amount equal to its Applicable Percentage of the Revolving Loans outstanding on the Effectiveness Date and thereafter to make Revolving Loans to the Borrowers from time to time during the Revolving Availability Period in an aggregate principal amount that will not result in (i) such Lender’s Revolving Exposure exceeding such Lender’s Revolving Commitment or (ii) the sum of the total Revolving Exposures and the Lender LC Exposure exceeding the total Revolving Commitments. Subject to the terms and conditions set forth herein and in the Amendment Agreement, each Lender having a Tranche C Term Loan Commitment made Tranche C Term Loans to the Company on the Amendment Effectiveness Date in a principal amount equal to its Tranche C Term Loan Commitment. Within the foregoing limits and subject to the terms and conditions set forth herein, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid repaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to On the terms and subject to the conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (ia) to make a Tranche D Term Loan, in Dollars, Terms Loans to the Borrower on the Second Restatement Date, Closing Date in a an aggregate principal amount not to exceed its Tranche D the Term Loan CommitmentCommitment set forth opposite such Lender's name on Schedule 2.01, and (iib) to make Dollar Revolving Loans to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, Closing Date and until prior to the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such to exceed (after giving effect to all Revolving Credit Lender’s Dollar Loans repaid, and all reimbursements of LC Disbursements made, concurrently with the making of any Revolving Credit Exposure exceeding such Lender’s Dollar Loans) an amount equal to the difference between (i) the Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to set forth opposite such Lender's name on Schedule 2.01, as the Borrower, in Dollars or any Alternative Currency, at any time and same may be reduced from time to time on or after the Second Restatement Datepursuant to Section 2.09, and until the earlier (ii) such Lender's Applicable Percentage of the Revolving Credit Maturity Date with respect to sum of (A) the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount of Swingline Loans outstanding at any such time outstanding that would not result in and (B) the LC Exposure at such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmenttime. Within the limits set forth in clause (b) of the preceding sentence and subject to the terms, conditions and limitations set forth hereinsentence, the Borrower may borrow, pay or prepay and reborrow Revolving LoansLoans on or after the Closing Date and prior to the Revolving Credit Maturity Date, on the terms and subject to the conditions and limitations set forth herein. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Dollar Tranche Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) agrees to make Dollar Tranche Revolving Loans to the Borrower, Borrower in Dollars, at any time and Dollars from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar Tranche Revolving Credit Exposure exceeding such Lender’s Dollar Tranche Commitment or (ii) the sum of the total Dollar Tranche Revolving Credit Commitment and Exposures exceeding the aggregate Dollar Tranche Commitments, (iiib) each Multicurrency Tranche Lender agrees to make Multicurrency Tranche Revolving Loans to the Borrower, Borrower in Dollars or any Alternative Currency, at any time and Agreed Currencies from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that would will not result in (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of such Revolving Credit Lender’s Multicurrency Tranche Revolving Credit Exposure exceeding such Lender’s Multicurrency Tranche Commitment or (ii) subject to Sections 2.04 and 2.11(b), the sum of the Dollar Amount of the total Multicurrency Tranche Revolving Credit CommitmentExposures exceeding the aggregate Multicurrency Tranche Commitments and (c) each Term Lender with a Term Loan Commitment agrees to make a Term Loan to the Borrower in Dollars on the Effective Date, in an amount equal to such Lender’s Term Loan Commitment by making immediately available funds available to the Administrative Agent’s designated account, not later than the time specified by the Administrative Agent. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Dollar Tranche Revolving Loans and Multicurrency Tranche Revolving Loans. Amounts paid repaid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, to make (i) to make a under the RevolvingTranche A FSubfacility,, Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar A Revolving Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or after during the Second Restatement Date, and until the earlier of the Tranche A Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereofAvailability Period, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and the Availability Conditions not being met. or (iiiii) to make Multicurrency under the Tranche B Subfacility, Tranche B Revolving Loans to the BorrowerU.S. Borrowers, in Dollars or any Alternative Currency, at any time and from time to time a single drawing on or after the Second Restatement First Amendment Effective Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would will not result in such the Availability Conditions not being met. Tranche A Revolving Credit Lender’s Multicurrency Loans will be available under the RevolvingTranche A FSubfacility in Dollars and any Alternative Currency and Tranche B Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit CommitmentLoans will be available under the Tranche B Subfacility in Dollars. Within the limits set forth in the preceding sentence above and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Tranche A Revolving Loans. Amounts paid or prepaid in respect All Borrowers shall be jointly and severally liable as borrowers for all Borrowings under the Revolving Facility of Term Loans may not be reborrowedeach Borrower regardless of which Borrower received the proceeds thereof. (b) Each Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Delayed Draw Term Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Delayed Draw Term Loans to the BorrowerU.S. Parent Borrower from time to time (but in no event on more than eight occasions) in Dollars on or prior to the Delayed Draw Term Loan Commitment Termination Date, in an aggregate principal amount not to exceed its Incremental the amount of such Lender's Delayed Draw Term Loan Commitment. Amounts paid Any principal amount of any Delayed Draw Term Loan that is repaid or prepaid in respect of Incremental Term Loans may not be reborrowed. Upon each Delayed Draw Term Lender's making of its portion of the Delayed Draw Term Loan on the Delayed Draw Term Loan Advance Date, the Delayed Draw Term Loan Commitment of such Delayed Draw Term Lender shall be terminated.

Commitments. (a) (i) Subject to the terms and conditions set forth hereinherein (x) each Dollar Revolving Lender severally, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) agrees to make Dollar Revolving Loans denominated in U.S. Dollars to the Borrower, Revolving Facility Borrowers in Dollars, U.S. Dollars at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Dollar Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Dollar Revolving Lender in accordance with the terms hereof; provided that after giving effect to any Borrowing of Dollar Revolving Loans, in an aggregate principal amount at any time outstanding that will not result in the Outstanding Amount of such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding shall not exceed such Lender’s Dollar Revolving Credit Commitment and (iiiy) each Multicurrency Revolving Lender severally, and not jointly, agrees to make Multicurrency Revolving Loans denominated in U.S. Dollars or AlternativeAgreed Currencies to the Borrower, Revolving Facility Borrowers in U.S. Dollars or any Alternative Currency, AlternativeAgreed Currencies at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Multicurrency Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Multicurrency Revolving Lender in accordance with the terms hereof; provided that after giving effect to any Borrowing of Multicurrency Revolving Loans, in an aggregate principal amount at any time outstanding that would not result in the Dollar Equivalent of the Outstanding Amount of such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding shall not exceed the Dollar Equivalent of such Lender’s Multicurrency Revolving Credit Commitment. Within Commitment and (ii) subject to the limits terms and conditions set forth in the preceding sentence First Amendment, each 2021 Term Lender on the First Amendment Effective Date severally, and not jointly, agrees to make 2021 Term Loans on the First Amendment Effective Date to the Lead Borrower in an amount equal to the 2021 Term Commitment of each 2021 Term Lender. Within the foregoing limits and subject to the terms, conditions and limitations set forth herein, the Borrower Revolving Facility Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of the Term Loans may not be reborrowed. Subject to the terms of this Agreement and the Ancillary Documents, an Ancillary Lender may make available an Ancillary Facility to any Revolving Facility Borrower in place of all or part of its Multicurrency Revolving Credit Commitment. (b) Subject to the terms and conditions of this Agreement, each Lender and each Additional Lender with an Additional Term Commitment for a given Class of Incremental Term Loans severally, and not jointly, agrees to make Incremental Term Loans to the Lead Borrower or any Additional Term Borrower, which Incremental Term Loans shall not exceed for any such Lender or Additional Lender at the time of any incurrence thereof, the Additional Term Commitment of such Lender or Additional Lender for such Class on the respective Incremental Term Loan Borrowing Date. Amounts repaid or prepaid in respect of such Incremental Term Loans may not be reborrowed. (bc) Each Subject to the terms and conditions of this Agreement, each Lender having and each Additional Lender with an Additional Revolving Commitment for a given Class of Incremental Revolving Credit Commitment hereby agreesLoans severally, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, agrees to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount any Revolving Facility Borrower at any time outstanding and from time to time on and after the initial incurrence thereof, and until the earlier of the maturity thereof and the termination of the Additional Revolving Commitment of such in accordance with the terms hereof; provided that will not result in after giving effect to any Borrowing of Incremental Revolving Loans, the Outstanding Amount of such Lender’s Incremental Revolving Credit Exposure exceeding in #94168740v7#95106251v8 respect of Additional Revolving Loans shall not exceed such Lender’s Incremental Additional Revolving Credit Commitment. Within the limits set forth Commitment in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental respect of Additional Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender severally, each Lender agrees, severally and not jointly, (i) agrees to make a Tranche D Initial Term Loan, in Dollars, Loans to the Borrower on the Second Restatement Date, Closing Date in Dollars in a principal amount not to exceed its Tranche D Initial Term Loan Commitment, ; (ii) each Revolving Lender severally, and not jointly, agrees to make Dollar Revolving Loans to the Borrower, Borrower in Dollars, if applicable, at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date with respect to and the Dollar termination of the Initial Revolving Credit Commitment of such Lender and the termination of the Dollar Initial Revolving Credit Commitment of such Lender in accordance with the terms hereof; provided that, in an aggregate principal amount at after giving effect to any time outstanding that will not result in Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Credit Lender’s Dollar Initial Revolving Credit Exposure exceeding shall not exceed such Initial Revolving Lender’s Dollar Initial Revolving Credit Commitment and Commitment; and (iii) each Initial Delayed Draw Term Lender severally, and not jointly, agrees to make Multicurrency Revolving Initial Delayed Draw Term Loans to the Borrower, Borrower in Dollars or any Alternative Currency, in a principal amount not to exceed its Initial Delayed Draw Term Loan Commitment at any time and from time to time on or and after the Second Restatement Closing Date, and until the earlier of (i) the Revolving Credit Maturity Initial Delayed Draw Term Loan Commitment Termination Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and (ii) the termination of the Multicurrency Revolving Credit Initial Delayed Draw Term Loan Commitment of such Initial Delayed Draw Term Lender in accordance with the terms hereof. The Initial Delayed Draw Term Loans and Initial Term Loans are the same Class of Term Loans for all purposes under this Agreement. On the Initial Delayed Draw Term Loan Commitment Termination Date, to the extent requested by the Borrower in accordance with Section 2.03, the Initial Delayed Draw Term Loans may be borrowed in an aggregate principal amount at not to exceed any time outstanding that would not result in unused Initial Delayed Draw Term Loan Commitment as of the date of such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Borrowing. (iv) Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term the Initial Loans may not be reborrowed. (b) Each Subject to the terms and conditions of this Agreement and any applicable Incremental Facility Amendment, each Lender having with an Incremental Revolving Credit Additional Commitment hereby agreesof a given Class, severally and not jointly, on the terms and subject agrees to make Additional Loans of such Class to the conditions Borrower, which Loans shall not exceed for any such Lender at the time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving LoansFacility Amendment. (c) Each Lender having Administrative Agent may from time to time classify all or any portion of outstanding Initial Delayed Draw Term Loans, in each case in a minimum principal amount of $5,000,000, as a separate tranche of Term Loans, each of which shall be deemed separate and independent tranches of term loans from the other Term Loans hereunder; provided, that once so classified, a separate and independent tranche of Initial Delayed Draw Term Loans shall not be subject to reclassification hereunder. In connection with any such classification (v) the applicable Initial Delayed Draw Term Loans shall be given a numerical designation in ascending order based on the date such Initial Delayed Draw Term Loans are so classified (on an Incremental earliest to latest basis, for example, DDTL-1, DDTL-2, DDTL-3, etc.), which numerical designation shall apply to such Initial Delayed Draw Term Loans for all purposes of this Agreement and the other Loan Documents to separately identify that particular tranche of Initial Delayed Draw Term Loans from the other tranches of Initial Delayed Draw Term Loans funded under the Initial Delayed Draw Term Loan Commitment hereby agreesCommitment, severally and not jointly, on the terms and subject to the conditions set forth each reference herein and in the applicable Incremental other Loan Documents to “Initial Delayed Draw Term Loan Assumption Agreement, to make Incremental Loans,” “each Initial Delayed Draw Term Loan,” “an Initial Delayed Draw Term Loan,” “any Initial Delayed Draw Term Loan” or similar reference shall mean a particular tranche of the Initial Delayed Draw Term Loans (applicable to all such tranches equally unless specifically set forth otherwise herein (for example, separate amortization schedules for each such tranche as determined in accordance with the Borrowerterms of Section 2.10 hereof) or in the applicable Loan Document), (w) the Administrative Agent shall update the Register to reflect any such classification and shall promptly inform the Lenders holding Initial Delayed Draw Term Loans of any such classification, (x) all such tranches of Initial Delayed Draw Term Loans shall rank pari passu with one another in an aggregate principal amount not right of payment and of security (including, without limitation, with respect to exceed its Incremental scheduled amortization payments, interest payments, voluntary prepayments, mandatory prepayments and Sections 2.18(b)) and shall share in all payments made on account of the Initial Delayed Draw Term Loan Commitment. Amounts paid or prepaid Loans pro rata based on the applicable amounts owing in respect of Incremental each tranche of Initial Delayed Draw Term Loans, (y) each such tranche of Initial Delayed Draw Term Loans may not be reborrowedtrade separate from each other tranche of Initial Delayed Draw Term Loans and (z) except for the separate amortization schedules for each such tranche of Initial Delayed Draw Term Loans as determined in accordance with the terms of Section 2.10 hereof, each tranche of Initial Delayed Draw Term Loans shall have terms identical to the other Initial Delayed Draw Term Loans hereunder. Each such separate tranche of Initial Delayed Draw Term Loans shall constitute a separate and distinct Term Loan and a separate and distinct Loan for all purposes of this Agreement and the other Loan Documents. With respect to a particular tranche of Initial Delayed Draw Term Loans, the term “Initial Delayed Draw Term Loan” shall refer to the aggregate amount of such tranche of Initial Delayed Draw Term Loans funded to the Borrower when used in the context of all Initial Delayed Draw Term Lenders collectively and a particular Initial Delayed Draw Term Lender’s portion of the aggregate amount of such tranche of Initial Delayed Draw Term Loans when used in the context of an individual Initial Delayed Draw Term Lender.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Standby Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or and after the Second Restatement Date, date hereof and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with Lender. (b) Subject to the terms hereofand conditions and relying upon the representations and warranties set forth herein and in the applicable Local Currency Addendum, in an aggregate principal amount at any time outstanding that will each Local Currency Lender agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Revolving Local Currency Loans to the Borrower, in Dollars or any Alternative Currency, Borrowers at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Local Currency Addendum and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment (or the commitment under such Local Currency Addendum) of such Lender Local Currency Lender. (c) Notwithstanding anything to the contrary contained in accordance with the terms hereofthis Agreement, in an no event may Standby Loans or Local Currency Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the aggregate Standby 20 16 Credit Exposures, the aggregate Competitive Loan Exposures and the aggregate L/C Exposures would exceed the Total Commitment then in effect, (ii) the sum of the Standby Credit Exposure and the L/C Exposure of any Lender would exceed such Lender's Commitment or (iii) the Dollar Equivalent of the aggregate principal amount at of the outstanding Local Currency Loans of any time outstanding that Local Currency Lender denominated in a specified Local Currency would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentexceed the applicable Local Currency Facility Maximum Borrowing Amount or any Local Currency Lender Maximum Borrowing Amount. Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, pay or prepay and reborrow Standby Loans and Local Currency Loans hereunder, on and after the Effective Date and prior to the Maturity Date, subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Standby Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or and after the Second Restatement Date, Effective Date and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with Lender. (b) Subject to the terms hereofand conditions and relying upon the representations and warranties set forth herein and in the applicable Local Currency Addendum, in an aggregate principal amount at any time outstanding that will each Local Currency Lender agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Revolving Local Currency Loans to the Borrower, in Dollars or any Alternative Currency, Borrowers at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Local Currency Addendum and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment (or the commitment under such Local Currency Addendum) of such Lender Local Currency Lender. (c) Notwithstanding anything to the contrary contained in accordance with the terms hereofthis Agreement, in an no event may Standby Loans or Local Currency Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the aggregate Standby Credit Exposures and the aggregate Competitive Loan Exposures would exceed the Total Commitment then in effect, (ii) the Standby Credit Exposure of any Lender would exceed such Lender's Commitment or (iii) the Dollar Equivalent of the aggregate principal amount at any time of outstanding that Local Currency Loans denominated in a specified Local Currency would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitmentexceed the applicable Local Currency Facility Maximum Borrowing Amount. Within the limits set forth in foregoing limits, the preceding sentence Borrowers may borrow, pay or prepay and reborrow Standby Loans and Local Currency Loans hereunder, on and after the Effective Date and prior to the Maturity Date, subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions hereof and relying upon the representations and warranties set forth herein: (a) on the Closing Date, in accordance with and upon the terms and conditions set forth in the Restatement Agreement, (i) each Exchanging Term Lender (as defined in the Restatement Agreement) agrees to exchange all of its Existing Term Loans (as defined in the Restatement Agreement) with Term Loans hereunder in an equal principal amount and (ii) each Additional Term Lender (as defined in the Restatement Agreement) agrees to make Term Loans in the form of Additional Term Loans (as defined in the Restatement Agreement) in dollars to the Borrower in an amount notified to such Additional Term Lender by the Administrative Agent; (b) [reserved]; and (c) each Revolving Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar fund Revolving Loans in dollars to the Borrower, in Dollars, at any time and from time to time on or after the Second Restatement Date, Fourth Amendment Effective Date and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Revolving Lender in accordance with the terms hereof, hereof in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar (x) Revolving Credit Exposure exceeding such Revolving Lender’s Dollar Revolving Credit Commitment and or (iiiy) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Revolving Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence clause (c) above and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agreesLoans, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental New Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Refinancing Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth herein, each Lender agrees, severally and not jointly, forth: (i) each Revolving Loan Lender severally agrees to make a Tranche D Term Loan, Revolving Loans in Dollars, Dollars to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Loans to the Borrower, in Dollars, Borrowers at any time and from time to time on or after from the Second Restatement Effective Date to the Final Maturity Date, and or until the earlier reduction of the Revolving Credit Maturity Date with respect to the Dollar its Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender to zero in accordance with the terms hereof, in an aggregate principal amount of Revolving Loans at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding to exceed the amount of such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (bii) Each each Term Loan Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, agrees to make its portion of the Term Loan in Dollars to the Borrowers on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the BorrowerEffective Date, in an aggregate principal amount not to exceed its Incremental the amount of such Lender’s Term Loan Commitment. (b) Notwithstanding the foregoing: (i) The aggregate principal amount of all Revolving Loans outstanding at any time to the Borrowers shall not exceed the lower of (A) the difference between (x) the Total Revolving Credit Commitment and (y) the aggregate Letter of Credit Obligations and (B) the difference between (x) the then current Borrowing Base and (y) the aggregate Letter of Credit Obligations. (ii) Each Revolving Credit Commitment of each Lender shall automatically and permanently be reduced to zero on the Final Maturity Date. Within the foregoing limits, the Borrowers may borrow, repay and reborrow Revolving Loans, on or after the Effective Date and prior to the Final Maturity Date, subject to the terms, provisions and limitations set forth herein. (iii) The aggregate principal amount of the Term Loan made on the Effective Date shall not exceed the Total Term Loan Commitment. Amounts paid Any principal amount of the Term Loan which is repaid or prepaid in respect of Incremental Term Loans may not be reborrowed. (iv) The aggregate principal amount of all Loans and Letter of Credit Obligations outstanding at any time to the Borrowers shall not exceed the Total Commitment. (c) At any time upon the delivery of not less than three (3) Business Days’ prior written notice to the Administrative Agent, the Administrative Borrower may on one or more occasions, elect to activate the inclusion of Eligible Special Inventory in the Borrowing Base in an aggregate amount at any time of up to $15,000,000, with each such election being subject to the following terms and conditions: (i) such amount may be activated in a minimum amount of $5,000,000 and in larger amounts that are integral multiples of $5,000,000 in excess thereof; (ii) as a condition to each activation pursuant to clauses (i) or (iii), the Borrowers shall pay an activation fee of 0.50% on the incremental amount being activated pursuant to such clauses at such time; and (iii) each activation pursuant to this clause (c) shall remain in effect for a period of one (1) year following the date that such activation becomes effective, and may be renewed annually for an additional period of one (1) year subject the payment of an additional activation fee pursuant to clause (ii). The aggregate activated amounts at any time elected and in effect pursuant to this Section 2.01(c) is referred to herein as the “Permitted Special Activated Amount”.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, each Revolving Lender agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Revolving Dollar Revolving Loans to the Borrower, in Dollars, any Borrower at any time and from time to time on or after during the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, Availability Period in an aggregate principal amount at any time outstanding that will not result in (i) such Revolving Credit Lender’s Dollar 's Revolving Credit Exposure exceeding such Lender’s Dollar its Revolving Credit Commitment and or (iiiii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Aggregate Revolving Credit Exposure exceeding such Lender’s Multicurrency the Total Revolving Credit Commitment. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Dollar Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Subject to the terms and conditions and relying upon the representations and warranties set forth herein, each Fronting Lender having an Incremental Revolving Credit Commitment hereby that is party to any Alternate Currency Supplement agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Alternate Currency Loans to any Borrower that is a designated Borrower under such Alternate Currency Supplement in any Alternate Currency available under such Alternate Currency Supplement at any time and from time to time during the Borrower, Availability Period in an aggregate principal amount at any time outstanding that will not result in such (i) any Lender’s Incremental 's Revolving Credit Exposure exceeding such Lender’s Incremental its Revolving Commitment, (ii) the Aggregate Revolving Credit Commitment. Within Exposure exceeding the limits set forth in Total Revolving Commitment or (iii) the preceding sentence aggregate principal amount of the Revolving Alternate Currency Loans made by such Fronting Lender pursuant to such Alternate Currency Supplement exceeding such Fronting Lender's Alternate Currency Commitment (or any subcommitment of such Lender applicable to such Alternate Currency) under such Alternate Currency Supplement; provided that a Fronting Lender shall not be required to, and subject shall not, make any Revolving Alternate Currency Loan if the Required Lenders shall have delivered to such Fronting Lender, not later than two Business Days prior to the termsdate on which such Revolving Alternate Currency Loan is scheduled to be made, conditions a notice stating that a Default has occurred and limitations set forth herein, the Borrower may borrow, pay or prepay is continuing and reborrow Incremental directing such Fronting Lender not to make Revolving Alternate Currency Loans. (c) In the event that any Revolving Alternate Currency Borrowing shall be outstanding and (i) the principal of or interest on such Borrowing shall not be paid within three Business Days after the date on which it is due and one or more Fronting Lenders holding a majority in interest of the outstanding Revolving Alternate Currency Loans included in such Revolving Alternate Currency Borrowing shall deliver to the Administrative Agent and the Company a request that the provisions of this paragraph take effect with respect to such Borrowing or (ii) the Commitments shall be terminated or the Loans accelerated pursuant to Article VII, then (A) the Loans included in such Revolving Alternate Currency Borrowing and the interest accrued thereon shall without further action be converted into obligations denominated in US Dollars at the applicable Exchange Rate on the date of such conversion, as determined by the Administrative Agent and set forth in a notice delivered to the Company and each Revolving Lender, (B) each Revolving Lender shall acquire at face value a participation in the Loans included in such Revolving Alternate Currency Borrowing and the interest accrued thereon equal to its Applicable Percentage of such obligations, and shall pay the purchase price for such participation by wire transfer of immediately available funds in US Dollars to the Administrative Agent in the manner provided in Section 2.06 (and the Administrative Agent shall promptly wire the amounts so received to the applicable Fronting Lenders ratably in accordance with their respective Revolving Alternate Currency Loans included in such Revolving Alternate Currency Borrowing) and (C) such Loans converted in accordance with clause (A) above shall at all times thereafter, until repaid in accordance with the terms hereof, bear interest at the rate applicable to overdue ABR Borrowings under Section 2.12(c), and the principal of and interest on such converted Loans will be payable at the applicable times and places for overdue ABR Borrowings. Each Revolving Lender having an Incremental Term acknowledges and agrees that its obligation to acquire and pay for participations in Revolving Alternate Currency Loans pursuant to this paragraph is absolute and unconditional and shall not be affected by any circumstance whatsoever, including the occurrence and continuance of a Default or reduction of the Revolving Commitments, and that each payment shall be made without any offset, abatement, withholding or reduction whatsoever. The purchase of participations in any Loan included in any Revolving Alternate Currency Borrowing pursuant to this paragraph shall not relieve any Borrower of any default in the payment thereof. (d) One or more Borrowers, the Administrative Agent and one or more Revolving Lenders may from time to time enter into one or more Alternate Currency Supplements pursuant to which such Revolving Lenders may agree to serve as Fronting Lenders in respect of one or more Alternate Currencies. Any such Alternate Currency Supplement shall set forth the Alternate Currency or Currencies in which Revolving Borrowings may be made under such Supplement, the Alternate Currency Commitment hereby agreesof each Fronting Lender party thereto (and, severally if such Alternate Currency Supplement provides for Borrowings in more than one Alternate Currency, any limits on the amounts that may be borrowed in particular Alternate Currencies covered thereby), the Borrowers that may borrow under such Alternate Currency Supplement, any special provisions for the times and not jointlyplaces at which or the Persons to which Borrowing Requests are to be delivered, proceeds of Borrowings are to be disbursed or payments in respect of Borrowings are to be made or for the rates at which interest is to accrue on Borrowings or the compensation to be payable to Fronting Lenders and any other special provisions to be applicable to Borrowings under such Alternate Currency Supplement. Any special provisions referred to in the preceding sentence that shall be included in any Alternate Currency Supplement shall be applicable to all Borrowings under such Alternate Currency Supplement, notwithstanding any other provision of this Article II to the contrary (and in the absence of any such special provisions, the applicable provisions set forth in this Article II shall control). In the event of any inconsistency between the terms and subject conditions of this Agreement and the terms and conditions of any Alternate Currency Supplement or any other agreement entered into by any Borrower with any Fronting Bank relating to any Revolving Alternate Currency Loans (other than any such inconsistency with respect to any special provisions referred to above), the terms and conditions set forth herein of this Agreement shall control. Each Alternate Currency Supplement shall be referred to in all notices hereunder by number, with the first Alternate Currency Supplement entered into hereunder being referred to as "Alternate Currency Supplement No. 1" and successive Supplements being referred to by the succeeding integers in the applicable Incremental Term Loan Assumption Agreementorder in which they are entered into. Multiple Alternate Currency Supplements providing for different funding, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid pricing or prepaid other arrangements may be entered into in respect of Incremental Term Loans may not be reborroweda single Alternate Currency.

Commitments. (a) Subject Each Term Lender severally agrees, subject to and on the terms and conditions set forth hereinof this Agreement, each Lender agrees, severally and not jointly, (i) to make a Tranche D loan (each, a “Term Loan,” and collectively, in Dollars, the “Term Loans”) to the Parent Borrower on the Second Restatement Date, Closing Date in a principal amount not up to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving . No Term Loans to the Borrower, in Dollars, shall be made at any time and from time to time on or after the Second Restatement Closing Date, and until . To the earlier of the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth hereinextent repaid, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Dollar Revolving Lender having an Incremental Revolving Credit Commitment hereby severally agrees, severally subject to and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption of this Agreement, to make Incremental Dollar Revolving Loans to the Parent Borrower, from time to time on any Business Day during the period from and including the Closing Date to but excluding the Termination Date, in an aggregate principal amount at any time outstanding not exceeding its Dollar Revolving Commitment, provided that will not result in no Borrowing of Dollar Revolving Loans shall be made if, immediately after giving effect thereto (and to any concurrent repayment of Dollar Swingline Loans with proceeds of Dollar Revolving Loans made pursuant to such Lender’s Incremental Borrowing), (y) the Dollar Revolving Credit Exposure exceeding of any Dollar Revolving Lender would exceed its Dollar Revolving Commitment at such Lender’s Incremental time or (z) the Aggregate Dollar Revolving Credit CommitmentExposure would exceed the aggregate Dollar Revolving Commitments at such time. Within Subject to and on the limits set forth in the preceding sentence terms and subject to the terms, conditions and limitations set forth hereinof this Agreement, the Parent Borrower may borrow, pay or prepay repay and reborrow Incremental Dollar Revolving Loans. (c) Each Multicurrency Revolving Lender having an Incremental Term Loan Commitment hereby severally agrees, severally subject to and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption of this Agreement, to make Incremental Term Multicurrency Revolving Loans to any Borrower (on a several basis), from time to time on any Business Day during the Borrowerperiod from and including the Closing Date to but excluding the Termination Date, in an aggregate principal amount at any time outstanding not exceeding its Multicurrency Revolving Commitment, provided that no Borrowing of Multicurrency Revolving Loans shall be made if, immediately after giving effect thereto (and to any concurrent repayment of Multicurrency Swingline Loans with proceeds of Multicurrency Revolving Loans made pursuant to such Borrowing), (y) the Multicurrency Revolving Credit Exposure of any Multicurrency Revolving Lender would exceed its Incremental Term Loan CommitmentMulticurrency Revolving Commitment at such time or (z) the Aggregate Multicurrency Revolving Credit Exposure would exceed the aggregate Multicurrency Revolving Commitments at such time. Amounts paid or prepaid in respect Subject to and on the terms and conditions of Incremental Term Loans this Agreement, each Borrower may not be reborrowedborrow, repay and reborrow Multicurrency Revolving Loans.

Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender Bank agrees, severally and not jointly, (i) to make a Tranche D Term Loan, in Dollars, to the Borrower on the Second Restatement Date, in a principal amount not to exceed its Tranche D Term Loan Commitment, (ii) to make Dollar Revolving Committed Loans to the Borrower, in DollarsBorrowers, at any time and from time to time on or and after the Second Restatement Date, Effective Date and until the earlier of Maturity Date. Each Bank's Commitment, as in effect on the Revolving Credit Maturity Date with respect Execution Date, is set forth opposite its name on the signature page hereto for such Bank. Such Commitments may be terminated or reduced from time to time pursuant to Section 2.12. (b) Subject to the Dollar Revolving Credit Commitment of such Lender terms and conditions and relying upon the termination of representations and warranties herein set forth and in the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereofapplicable Foreign Currency Addendum, in an aggregate principal amount at any time outstanding that will each Foreign Currency Bank agrees, severally and not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) jointly, to make Multicurrency Foreign Currency Revolving Loans to the Borrower, in Dollars or any Alternative CurrencyBorrowers, at any time and from time to time on or and after the Second Restatement Date, execution of the applicable Foreign Currency Addendum and until the earlier Maturity Date. (c) Notwithstanding anything to the contrary contained in this Agreement, in no event may Committed Loans or Foreign Currency Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the Aggregate Revolving Credit Exposure and the Aggregate Competitive Loan Exposure would exceed the Total Commitment then in effect, (ii) the Revolving Credit Maturity Date with respect to Exposure of any Bank would exceed such Bank's Commitment, (iii) the Multicurrency Revolving Credit Commitment of such Lender and the termination Dollar Equivalent of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time of outstanding that Foreign Currency Revolving Loans denominated in a specified Foreign Currency or currencies would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency Revolving Credit Commitment. exceed the applicable Foreign Currency Facility Maximum Borrowing Amount or (iv) the Dollar Equivalent of the aggregate principal amount of outstanding Foreign Currency Loans would exceed $500,000,000. (d) Within the foregoing limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower Borrowers may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointlyhereunder, on and after the terms Effective Date and subject prior to the conditions set forth herein Maturity Date. The respective commitments of the Foreign Currency Banks Parties to the Australian Addendum and in the applicable Incremental Revolving Credit Assumption Agreement, Canadian Addendum to make Incremental Revolving Foreign Currency Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits thereunder are set forth in those Foreign Currency Addenda. The commitments of the preceding sentence Banks (or their Affiliates) to make Foreign Currency Loans pursuant to Foreign Currency Addenda in Spanish pesetas, Italian lira, Swiss francs, Belgium francs and subject to the terms, conditions and limitations in other Foreign Currencies are set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loanson Exhibit 2.01. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Tranche Bsubject to the terms and conditions set forth in the Amendment and Restatement Agreement, each Initial Term Lender agrees, severally and not jointly, (i) agrees to make a Tranche D B(or is deemed to make) an Initial Term Loan, Loan denominated in Dollars, dollars to the Borrower on the Second Amendment and Restatement Date, Effective Date in a principal amount not to exceed exceeding its Tranche D B Term Loan Commitment, (iib) each Tranche A Term Lender agrees to make Dollar a Tranche A Term Loan denominated in dollars to the Borrower on the Effective Date in a principal amount not exceeding its Tranche AInitial Term Commitment and (cb) subject to the terms and conditions set forth in the Amendment and Restatement Agreement, each Revolving Lender agrees to make Revolving Loans denominated in dollars or a Permitted Foreign Currency to the Borrower, in Dollars, at any time and Borrower from time to time on or after the Second Restatement Datetime, and until the earlier of in each case during the Revolving Credit Maturity Date with respect to the Dollar Revolving Credit Commitment of such Lender and the termination of the Dollar Revolving Credit Commitment of such Lender in accordance with the terms hereofAvailability Period, in an aggregate principal amount at any time outstanding that will not result in such Revolving Credit Lender’s Dollar Revolving Credit Exposure exceeding such Lender’s Dollar Revolving Credit Commitment and (iii) to make Multicurrency or the Aggregate Revolving Loans to the Borrower, in Dollars or any Alternative Currency, at any time and from time to time on or after the Second Restatement Date, and until the earlier of the Revolving Credit Maturity Date with respect to the Multicurrency Revolving Credit Commitment of such Lender and the termination of the Multicurrency Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that would not result in such Revolving Credit Lender’s Multicurrency Revolving Credit Exposure exceeding such Lender’s Multicurrency the Aggregate Revolving Credit Commitment. Tranche B Term Loans and Tranche AInitial Term Loans may be ABR Loans or Eurocurrency Loans, as further provided herein. Within the foregoing limits set forth in the preceding sentence and subject to the terms, terms and conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Revolving Loans. Amounts paid repaid or prepaid in respect of Term Loans may not be reborrowed. (b) Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. (c) Each Lender having an Incremental Term Loan Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Term Loan Assumption Agreement, to make Incremental Term Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Term Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.