Common use of Credit Agreement Refinancing Indebtedness Clause in Contracts

Credit Agreement Refinancing Indebtedness. For purposes of determining compliance with this covenant, in the event that any proposed Indebtedness meets the criteria of more than one of the categories described in clauses (c) through (t) above, or is entitled to be Incurred pursuant to Section 7.03(b) hereof, the Borrower will be permitted to classify such item of Indebtedness at the time of its Incurrence in any manner that complies with this Section 7.03. In addition, any Indebtedness originally classified as Incurred pursuant to clauses (c) through (t) above may later be reclassified by the Borrower such that it will be deemed as having been incurred pursuant to another of such clauses to the extent that such reclassified Indebtedness could be Incurred pursuant to such new clause at the time of such reclassification. Notwithstanding any other provision of this Section 7.03, the maximum amount of Indebtedness that may be Incurred pursuant to this Section 7.03 will not be deemed to be exceeded with respect to any outstanding Indebtedness due solely to the result of fluctuations in the exchange rates of currencies. The Borrower will not Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of the Borrower unless it is subordinate in right of payment to the Loans to the same extent. The Borrower will not permit any Guarantor to Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of such Guarantor unless it is subordinate in right of payment to such Guarantor’s Guaranty to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be subordinated in right of payment to any other Indebtedness of the Borrower or any Guarantor, as applicable, solely by reason of any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any secured Indebtedness have entered into intercreditor agreements giving one or more of such holders priority over the other holders in the collateral held by them.

Credit Agreement Refinancing Indebtedness. For purposes of determining compliance with this covenant, in the event that any proposed Indebtedness meets the criteria of more than one of the categories described in clauses (c) through (t) above, or is entitled to be Incurred pursuant to Section 7.03(b) hereof, the Borrower will be permitted to classify such item of Indebtedness at the time of its Incurrence in any manner that complies with this Section 7.03. In addition, any Indebtedness originally classified as Incurred pursuant to clauses (c) through (t) above may later be reclassified by the Borrower such that it will be deemed as having been incurred pursuant to another of such clauses to the extent that such reclassified Indebtedness could be Incurred pursuant to such new clause at the time of such reclassification. Notwithstanding any other provision of this Section 7.03, the maximum amount of Indebtedness that may be Incurred pursuant to this Section 7.03 will not be deemed to be exceeded with respect to any outstanding Indebtedness due solely to the result of fluctuations in the exchange rates of currencies. The Borrower will not Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of the Borrower unless it is subordinate in right of payment to the Loans to the same extent. The Borrower will not permit any Guarantor to Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of such Guarantor unless it is subordinate in right of payment to such Guarantor’s Guaranty to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be subordinated in right of payment to any other Indebtedness of the Borrower or any Guarantor, as applicable, solely by reason of any Liens or Document Number: 1345735 -87- Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any secured Indebtedness have entered into intercreditor agreements giving one or more of such holders priority over the other holders in the collateral held by them.

Credit Agreement Refinancing Indebtedness. For purposes of determining compliance with this covenant, in the event that any proposed Indebtedness meets the criteria of (a) On one or more than one of the categories described in clauses (c) through (t) above, or is entitled to be Incurred pursuant to Section 7.03(b) hereofoccasions, the Borrower will be permitted may obtain, from any Lender or any other bank or financial institution or other institutional lender or investor that would constitute an Eligible Assignee if it were purchasing Loans hereunder and that agrees to classify such item provide any portion of Refinancing Term Commitments, Refinancing Term Loans, Other Revolving Credit Commitments, or Other Revolving Loans, Credit Agreement Refinancing Indebtedness at in the time form of its Incurrence Refinancing Term Commitments, Refinancing Term Loans, Other Revolving Credit Commitments or Other Revolving Loans, in any manner that complies each case pursuant to a Refinancing Amendment in accordance with this Section 7.03. In addition2.14 (each, any Indebtedness originally classified as Incurred pursuant an “Additional Refinancing Lender”); provided that (i) the Administrative Agent and each L/C Issuer shall have consented (such consent not to clauses (cbe unreasonably withheld, conditioned, or delayed) through (t) above may later be reclassified by the Borrower to such that it will be deemed as having been incurred pursuant to another of Lender’s or Additional Refinancing Lender’s providing such clauses Refinancing Term Commitments, Refinancing Term Loans, Other Revolving Credit Commitments or Other Revolving Loans to the extent that such reclassified Indebtedness could consent, if any, would be Incurred pursuant required under Section 10.06 for an assignment of Refinancing Term Commitments, Refinancing Term Loans, Other Revolving Credit Commitments, or Other Revolving Loans, as applicable, to such new Lender or Additional Refinancing Lender; provided, further, that the following terms are satisfied: (i) any Refinancing Term Loans may participate on a pro rata basis or on a less than pro rata basis (but not on a greater than pro rata basis) as among the various Classes of Term Loans (in accordance with the respective outstanding principal amounts thereof) in any voluntary or mandatory repayments or prepayments of Term Loans hereunder, as specified in the applicable Refinancing Amendment; (ii) (x) subject to clause at the time of such reclassification. Notwithstanding any other provision of this Section 7.03(y), the maximum amount of Indebtedness that may be Incurred pursuant to this Section 7.03 will not all Other Revolving Credit Commitments shall be deemed to be exceeded Revolving Credit Commitments for purposes of borrowings and prepayments of Revolving Loans and participations in Letters of Credit and (y) the borrowing and repayment (except for (A) payments of interest and fees at different rates on Other Revolving Credit Commitments (and related outstandings), (B) repayments required upon the maturity date of the Other Revolving Credit Commitments and (C) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (iv) below)) of Other Revolving Loans after the date of obtaining any Other Revolving Credit Commitments shall be made on a pro rata basis with all other Revolving Credit Commitments; (iii) notwithstanding anything to the contrary herein, the permanent repayment of Other Revolving Loans with respect to, and termination of, Other Revolving Credit Commitments, after the date of the applicable Refinancing Amendment, shall be made on a pro rata basis with all other Revolving Loans and Revolving Credit Commitments, except that the Borrower shall be permitted to permanently repay and terminate commitments of any outstanding Indebtedness due solely to the result of fluctuations in the exchange rates of currencies. The Borrower will not Incur any Indebtedness that is subordinate in right of payment such Class on a better than pro rata basis as compared to any other Indebtedness Class with a later Maturity Date than such Class; and (iv) assignments and participations of Other Revolving Credit Commitments and Other Revolving Loans shall be governed by the same assignment and participation provisions applicable to Original Revolving Credit Commitments and Original Revolving Loans. (b) The effectiveness of any Refinancing Amendment shall be subject to the satisfaction on the date thereof of each of the Borrower unless it is subordinate conditions set forth in right of payment Section 4.02 and, to the Loans extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (i) customary legal opinions, board resolutions and officers’ certificates consistent with those delivered on the Closing Date other than changes to such legal opinion resulting from a Change in Law, change in fact or change to counsel’s form of opinion and (ii) reaffirmation agreements and/or such amendments to the same extent. The Borrower will not permit any Guarantor Collateral Documents as may be reasonably requested by the Administrative Agent in order to Incur any ensure that the enforceability of the Collateral Documents and the perfection and priority of the Liens thereunder are preserved and maintained. (c) Each issuance of Credit Agreement Refinancing Indebtedness under Section 2.15(a) shall be in an aggregate principal amount that is subordinate in right not less than $5,000,000. (d) Each of payment the parties hereto hereby agrees that this Agreement and the other Loan Documents may be amended pursuant to a Refinancing Amendment, without the consent of any other Indebtedness of such Guarantor unless it is subordinate in right of payment to such Guarantor’s Guaranty Lenders, to the same extent (but only to the extent. For purposes ) necessary to (i) reflect the existence and terms of the foregoingCredit Agreement Refinancing Indebtedness incurred pursuant thereto and (ii) effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, no Indebtedness will be deemed to be subordinated in right of payment to any other Indebtedness the reasonable opinion of the Borrower or Administrative Agent and the Borrower, to effect the provisions of this Section 2.14, and the Lenders hereby expressly authorize the Administrative Agent to enter into any Guarantorsuch Refinancing Amendment. (e) This Section 2.14 shall supersede any provisions in Section 2.11 and 10.01 to the contrary, as applicable, solely by reason and nothing in Section 2.03 to the contrary shall prohibit the application of any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any secured Indebtedness have entered into intercreditor agreements giving one or more of such holders priority over the other holders in the collateral held by themthis Section 2.14.

Credit Agreement Refinancing Indebtedness. For purposes of determining compliance with (a) Notwithstanding anything to the contrary in this covenant, in the event that any proposed Indebtedness meets the criteria of more than one of the categories described in clauses (c) through (t) above, or is entitled to be Incurred pursuant to Section 7.03(b) hereofAgreement, the Borrower will may by written(i) notice to and with the consent of, the Administrative Agent request the establishment of (A) one or more additional tranches or classes of term loans under this Agreement (“Refinancing Term Loans”) which refinance, renew, replace, defease or refund (collectively, “Refinance”), in whole or in part, one or more classes of outstanding Term Loans or (B) one or more additional revolving facilities under this Agreement providing for revolving commitments (“Replacement Revolving Commitments” and, the revolving loans thereunder, “Replacement Revolving Loans,” together the with refinancing term Loans, the “Refinancing Facility”) which Refinance one or more classes of Revolving Commitments or Revolving Facility Increases under this Agreement. Each such notice shall specify the date (each, a “Refinancing/Replacement Effective Date”) on which the Borrower proposes that the Refinancing Term Loans or Replacement Revolving Loans as applicable be permitted made and the Replacement Revolving Commitments be available, which such date shall be not less than five (5) Business Days after the date on which such notice is delivered to classify Administrative Agent (or such item of Indebtedness at later date as may be approved by the time of its Incurrence in Administrative Agent). The Borrower may invite any manner that complies with this Section 7.03. In additionLender, any Indebtedness originally classified as Incurred pursuant to clauses (cAffiliate of any Lender and/or any Approved(ii) through (t) above may later be reclassified by the Borrower such that it will be deemed as having been incurred pursuant to another of such clauses to the extent that such reclassified Indebtedness could be Incurred pursuant to such new clause at the time of such reclassification. Notwithstanding Fund, and/or any other provision Person that meets the requirements of this Section 7.03an Eligible Assignee of the Indebtedness or Commitments being Refinanced to provide all or a portion of the requested Refinancing Term Loan or Replacement Revolving Commitments, as applicable; provided that (A) in the case of a Refinancing Term Loan, the maximum amount consent of Indebtedness that may be Incurred pursuant to this Section 7.03 will not be deemed to be exceeded the Administrative Agent has been received with respect to any outstanding Indebtedness due solely proposed Refinancing Term Lender that is not already a Lender, an Affiliate of a Lender or an Approved Fund and (B) in the case of a Replacement Revolving Commitment, the consent of each of the Administrative Agent and the Issuing Lenders shall have been received with respect to any proposed lender of the Replacement Revolving Loans (the “Replacement Revolving Lender”) that is not already a Lender with a Revolving Commitment of the class of Revolving Commitments being Refinanced or an Affiliate of any such Lender. At the time of sending such notice, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each proposed Refinancing Term Lender or Replacement Revolving Lender, as the case may be, is requested to respond, which shall in no event be less than two (2) Business Days (or such later date as may be approved by the Administrative Agent) from the date of delivery of such notice to the result of fluctuations in the exchange rates of currencies. The Borrower will not Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of the Borrower unless it is subordinate in right of payment to the Loans to the same extent. The Borrower will not permit any Guarantor to Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of such Guarantor unless it is subordinate in right of payment to such Guarantor’s Guaranty to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be subordinated in right of payment to any other Indebtedness of the Borrower proposed Refinancing Term Lender or any GuarantorReplacement Revolving Lender, as applicable, solely by reason of any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any secured Indebtedness have entered into intercreditor agreements giving one or more of such holders priority over the other holders in the collateral held by them.case may be. Each proposed - 78-

Credit Agreement Refinancing Indebtedness. For (i) Notwithstanding anything to the contrary in this Agreement, the Borrower may by written notice to and with the consent of, the Administrative Agent request the establishment of (A) one or more additional tranches or classes of term loans under this Agreement (“Refinancing Term Loans”) which refinance, renew, replace, defease or refund (collectively, “Refinance”), in whole or in part, one or more classes of outstanding Term Loans or (B) one or more additional revolving facilities under this Agreement providing for revolving commitments (“Replacement Revolving Commitments” and, the revolving loans thereunder, “Replacement Revolving Loans,” together the with refinancing term Loans, the “Refinancing Facility”) which Refinance one or more classes of Revolving Commitments or Revolving Facility Increases under this Agreement. Each such notice shall specify the date (each, a “Refinancing/Replacement Effective Date”) on which the Borrower proposes that the Refinancing Term Loans or Replacement Revolving Loans as applicable be made and the Replacement Revolving Commitments be available, which such date shall be not less than five (5) Business Days after the date on which such notice is delivered to Administrative Agent (or such later date as may be approved by the Administrative Agent). (ii) The Borrower may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person that meets the requirements of an Eligible Assignee of the Indebtedness or Commitments being Refinanced to provide all or a portion of the requested Refinancing Term Loan or Replacement Revolving Commitments, as applicable; provided that (A) in the case of a Refinancing Term Loan, the consent of the Administrative Agent has been received with respect to any proposed Refinancing Term Lender that is not already a Lender, an Affiliate of a Lender or an Approved Fund and (B) in the case of a Replacement Revolving Commitment, the consent of each of the Administrative Agent and the Issuing Lenders shall have been received with respect to any proposed lender of the Replacement Revolving Loans (the “Replacement Revolving Lender”) that is not already a Lender with a Revolving Commitment of the class of Revolving Commitments being Refinanced or an Affiliate of any such Lender. At the time of sending such notice, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each proposed Refinancing Term Lender or Replacement Revolving Lender, as the case may be, is requested to respond, which shall in no event be less than two (2) Business Days (or such later date as may be approved by the Administrative Agent) from the date of delivery of such notice to the proposed Refinancing Term Lender or Replacement Revolving Lender, as the case may be. Each proposed Refinancing Term Lender or Replacement Revolving Lender, as the case may be, may elect or decline, in its sole discretion, and shall notify the Administrative Agent within such time period whether it agrees, to provide a Refinancing Term Loan or Replacement Revolving Commitment, as applicable, and, if so, whether by an amount equal to, greater than or less than requested. Any Person not responding within such time period shall be deemed to have declined to provide a Refinancing Term Loan or Replacement Revolving Commitment (or any portion thereof). At the conclusion of such period, the Administrative Agent (in consultation with the Borrower) shall determine the final allocation of such Refinancing Term Loan or Replacement Revolving Commitment and shall promptly notify the Borrower and each of the applicable Refinancing Term Lenders or Replacement Revolving Lenders of the final allocations of such Refinancing Term Loan or Replacement Revolving Commitment, as the case may be (limited in the case of such Lenders to their own respective allocations thereof). (iii) Any Refinancing Term Loans made on any Refinancing/Replacement Effective Date shall be designated a series (each, a “Refinancing Term Loan Series”) of Refinancing Term Loans for all purposes of determining compliance this Agreement; provided that any Refinancing Term Loans may, to the extent provided in the applicable Refinancing Amendment, be designated as an increase in any previously established Refinancing Term Loan Series of Refinancing Term Loans made to any Borrower. Any Replacement Revolving Commitment made available on any Refinancing/Replacement Effective Date shall be designated a series (a “Replacement Revolving Commitment Series”) of Replacement Revolving Commitments for all purposes of this Agreement; provided that any Replacement Revolving Commitments may, to the extent provided in the applicable Refinancing Amendment, be designated as an increase in any previously established Replacement Revolving Commitment Series; provided, further that if any Replacement Revolving Commitment is designated as an increase in any previously established Replacement Revolving Commitment Series, each of the Replacement Revolving Lenders with Replacement Revolving Commitments of such Replacement Revolving Commitment Series shall, on the Refinancing/Replacement Effective Date and subject to the satisfaction of the terms and conditions in this covenantSection 2.23, purchase from each of the other Lenders with Replacement Revolving Commitments of such Replacement Revolving Commitment Series, at the principal amount thereof and in the applicable currencies, such interests in the Revolving Loans under such Replacement Revolving Commitments outstanding immediately prior to the effectiveness of the Refinancing Amendment as shall be necessary in order that, after giving effect to all such assignments and purchases, the Replacement Revolving Loans of such Replacement Revolving Commitment Series will be held by Replacement Revolving Lenders thereunder ratably in accordance with their Replacement Revolving Commitment percentages. (iv) With respect to any request for Refinancing Term Loans or Replacement Revolving Commitments, subject to the terms and conditions hereof (including, without limitation, the satisfaction or waiver of the terms and conditions set forth in this Section 2.23(a)), each Refinancing Term Lender shall on the applicable Refinancing/Replacement Effective Date applicable to such request, make a Refinancing Term Loan to the Borrower in an amount equal to its pro rata share of such request and each Replacement Revolving Lender shall make its Replacement Revolving Commitment available to the Borrower in an amount equal to such Replacement Revolving Commitment (and in connection therewith make any Replacement Revolving Loans) of such request and in connection therewith such Refinancing Term Lender and/or Replacement Revolving Lender shall become a Lender hereunder with respect to such Refinancing Term Loans and Replacement Revolving Commitments (and the Replacement Revolving Loans made pursuant thereto). (v) The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.23(a) (including, for the avoidance of doubt, the payment of interest, fees, amortization or premium in respect of the Refinancing Term Loans, Replacement Revolving Commitments and Replacement Revolving Loans on the terms specified by the Borrower and the applicable Refinancing Term Lenders or Replacement Revolving Lenders, as a the case may be) and hereby waive the requirements of this Agreement (including Sections 9.1 and 9.7) or any other Credit Document that may otherwise prohibit such Refinancing or any other transaction contemplated by this Section 2.23(a). The Refinancing Term Loans, Replacement Revolving Commitments and/or Replacement Revolving Loans shall be established pursuant to an amendment to (or if agreed to by the Administrative Agent and the Borrower an amendment and restatement of) this Agreement and, as appropriate, the other Credit Documents (each, a “Refinancing Amendment”) among the Credit Parties, the Administrative Agent and the applicable Refinancing Term Lenders or Replacement Revolving Lenders (and, if applicable, any replacement Issuing Lender), which Refinancing Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Credit Documents as may be necessary or appropriate, in the event that any proposed Indebtedness meets the criteria of more than one reasonable opinion of the categories described in clauses (c) through (t) aboveAdministrative Agent, or is entitled to be Incurred pursuant to Section 7.03(b) hereof, effect the Borrower will be permitted to classify such item of Indebtedness at the time of its Incurrence in any manner that complies with this Section 7.03. In addition, any Indebtedness originally classified as Incurred pursuant to clauses (c) through (t) above may later be reclassified by the Borrower such that it will be deemed as having been incurred pursuant to another of such clauses to the extent that such reclassified Indebtedness could be Incurred pursuant to such new clause at the time of such reclassification. Notwithstanding any other provision provisions of this Section 7.032.23, including in order to establish new tranches or sub-tranches in respect of the Refinancing Term Loans, the maximum amount of Indebtedness that Replacement Revolving Commitments and Replacement Revolving Loans and such technical amendments as may be Incurred pursuant necessary or appropriate in connection therewith and to adjust the amortization schedule in Section 2.2 (insofar as such schedule relates to payments due to Lenders with respect to any Term Loans which are Refinanced; provided that no such amendment shall reduce the pro rata share of any such payment that would have otherwise been payable to the Lenders of the Term Loans which are not Refinanced). The Administrative Agent shall be permitted, and each is hereby authorized, to enter into such Refinancing Amendments to effect the foregoing. (vi) The effectiveness of any Refinancing Amendment and the Refinancing Term Loan or Replacement Revolving Commitments thereunder, shall be subject to the satisfaction or waiver on or prior to the Refinancing/Replacement Effective Date of each of the following conditions, together with any additional conditions set forth in the applicable Refinancing Amendment: (A) each of the conditions set forth in Section 4.2 shall be satisfied or waived (it being agreed that for purposes of this Section 7.03 will not clause (A) the making available of a Replacement Revolving Commitment shall be deemed to be exceeded an Extension of Credit whether or not any Replacement Revolving Loans are funded on the applicable Refinancing/Replacement Effective Date); (B) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of (1) customary legal opinions, board resolutions and officers’ certificates consistent with respect those delivered on the Closing Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent and (2) reaffirmation agreements and/or such amendments to the Security Documents as may be reasonably requested by the Administrative Agent in order to ensure that such Refinancing Term Loan or Replacement Revolving Commitment is provided with the benefit of the applicable Credit Documents; (C) the Net Cash Proceeds of any outstanding Indebtedness due such Refinancing Term Loans shall be applied, concurrently or substantially concurrently with the incurrence thereof, solely to the result of fluctuations in the exchange rates of currencies. The Borrower will not Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness repayment of the Borrower unless it is subordinate in right outstanding amount of payment to the Loans to the same extent. The Borrower will not permit any Guarantor to Incur any Indebtedness that is subordinate in right of payment to any other Indebtedness of such Guarantor unless it is subordinate in right of payment to such Guarantor’s Guaranty to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be subordinated in right of payment to any other Indebtedness of the Borrower or any Guarantor, as applicable, solely by reason of any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any secured Indebtedness have entered into intercreditor agreements giving one or more classes (or the portions thereof) of Term Loans being Refinanced thereby and the aggregate principal amount of the Replacement Revolving Commitments shall be applied concurrently with the effectiveness of the applicable Refinancing Amendment to permanently reduce one or more classes (or the portions thereof) of Revolving Commitments being Refinanced thereby; (D) each class of Refinancing Term Loans or Replacement Revolving Commitments shall be in an aggregate principal amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof (or such holders priority over other amount necessary to Refinance any class of outstanding Term Loans, Incremental Term Loans, Revolving Commitments or Revolving Facility Increase in full); (E) any class of Refinancing Term Loans or Replacement Revolving Commitments (and any Replacement Revolving Loans made thereunder) shall satisfy each of the other holders requirements set forth in the collateral held by themdefinition of “Permitted Refinancing Indebtedness” with references therein to “Refinancing Indebtedness” being deemed to refer to such class of Refinancing Term Loans or Replacement Revolving Commitments (and any Replacement Revolving Loans made thereunder) and references therein to “Refinanced Indebtedness” being deemed to refer to the class or classes (or the portions thereof) of Term Loans, Incremental Term Loans, Revolving Commitments or Revolving Facility Increase Refinanced thereby; and (F) notwithstanding the terms of Section 2.22 , Section 2.24 and this Section 2.23, in no event shall there be more than (i) two (2) tranches of revolving facilities in the aggregate in effect at any time (including the Revolving Commitments, any Extended Revolving Commitments, any Revolving Facility Increase and any Replacement Revolving Commitments) and (ii) five (5) tranches of term loans (including the Term Loans, any Incremental Term Loans, any Extended Term Loans and any Refinancing Term Loans), in each case under this Agreement.