Common use of Incremental Loans and Commitments Clause in Contracts

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Date, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Commitments of any Class (each such increase, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment Increases, the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Effective Date, pursuant by written notice delivered to an Incremental Facility Amendment the Administrative Agent request (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments,” and, together with the Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities”)) from any Additional Lender; provided that that, subject to Section 1.04(c) in the case of Incremental Facilities incurred to finance a Limited Condition Transaction, after giving effect to the effectiveness of any Incremental Facility Amendment referred to below and at the applicable time of determination in accordance with Section 1.09(a) with respect to that any such Incremental FacilityTerm Loan, Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitment is made or effected, (a) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (or in all respects if qualified by materiality) on and as of the date of such Limited Condition Transaction and (b) no Specified Event of Default shall have occurred and be continuingcontinuing (except, in the case of the incurrence or provision of any Incremental Facility in connection with a Permitted Acquisition or other Investment not prohibited by the terms of this Agreement, which shall be subject to no Event of Default under clause (a), (b), (h) or (i) of Section 7.01). Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 5,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof if such Incremental Facilities are denominated in dollars (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any The Incremental Facility Term Loans (i) to the extent secured, shall rank pari passu with any then-existing Class of Loans, as applicable, equal in or junior to right of payment and/or security and no Incremental Facility with the Term Loans, shall be secured only by any assets other than the Collateral securing the Secured Obligations and shall not only be guaranteed by any Person which is not a the Loan PartyParties, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Term Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof Date, (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currencyiii) (other than, except in the case of this clause (ii), with respect to any customary bridge loan facility the terms an amount of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Incremental Term Loans denominated elected by the Borrower in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower)50.0% of Consolidated EBITDA, the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses clause (ii) and (iii)), an amortization schedule (subject to clause (iii)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount discounts and prepayment terms and premiums for the Incremental Term Loans as determined by the Borrower and the lenders of the applicable Incremental Term FacilitiesLoans; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such any Incremental Term Loans that (1) are not junior to the Term Loans in terms of security or right of payment (including as a result of being a “last out facility”) or unsecured and (2) have a stated maturity date less than one year after the Term Maturity Date is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.500.75% per annum, then the Applicable Rate Effective Yield for such Initial Dollar the Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar the Term Loans or Initial Euro Term Loans, as applicable, shall not be less than are equal to the Effective Yield with respect for the Incremental Term Loans minus 0.75% per annum (provided that, to the extent any portion of the Effective Yield differential is attributable to a higher “LIBOR floor” being applicable to such Incremental Term Loans denominated Loans, such floor shall only be included in the same currency minus 0.50% per annum (this proviso, calculation of such differential to the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and extent such floor is greater than the applicable Eurocurrency Adjusted LIBO Rate in effect for a three-month an Interest Period of three months’ duration at such time, then and, with respect to such excess, the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) “LIBOR floor” applicable to the applicable outstanding Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does amount not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, to exceed the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an prior to any increase to in the Applicable Rate under the Initial Dollar applicable to such Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)then outstanding); (v) any mandatory prepayment (other than any scheduled amortization payment) of provided further that the Incremental Term Loans shall be made may participate on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than a pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for basis) in any Refinancing Amendment and/or Loan Modification Order)) mandatory repayments or prepayments hereunder and (viv) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii) and (iv) above, any differences shall be reasonably satisfactory to the Borrower Administrative Agent (except for covenants and other provisions applicable only to the lenders providing periods after the Latest Maturity Date at the time such Incremental Term LoansLoans are incurred) and (y) the documentation governing any Incremental Term Loans may include a financial maintenance covenant, it being understood that, to the extent that any financial maintenance covenant is added for the benefit of any Incremental Term Loan, no consent shall be required from the Administrative Agent or any of the Term Lenders to the extent that such financial maintenance covenant is (1) also added for the benefit of any existing Loans and Commitments or (2) only applicable after the Latest Maturity Date. (cii) (i) Any The Incremental RC Facility Revolving Commitment Increase shall be treated the same as the Class of RC Facility Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Revolving Credit Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Revolving Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) fees on the Class of RC Facility Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Revolving Commitment Increase (without any requirement to pay such fees to any existing RC Revolving Lenders)) but shall not have “superpriority” status. (iii) The Additional/Replacement Revolving Commitments (i) shall rank equal or junior in right of payment with the Revolving Loans (subject to Section 2.09(f)), shall be unsecured or secured only by the Collateral securing the Secured Obligations and shall only be guaranteed by the Loan Parties, (ii) shall not mature earlier than the Revolving Maturity Date and shall require no mandatory commitment reduction prior to the Revolving Maturity Date, (iii) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrower and the lenders of such commitments, (iv) shall contain borrowing, repayment and termination of Commitment procedures as determined by the Borrower and the lenders of such commitments, (v) may include provisions relating to letters of credit, as applicable, issued thereunder, which issuances shall be on terms substantially similar (except for the overall size of such subfacilities, the fees payable in connection therewith and the identity of the letter of credit issuer, as applicable, which shall be determined by the Borrower, the lenders of such commitments and the applicable letter of credit issuers and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Facility LendersAmendment) to the terms relating to the Letters of Credit with respect to the applicable Class of Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (vi) may otherwise have terms and conditions different from those of the Revolving Credit Facility (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent (except for covenants and other provisions applicable only to the periods after the Latest Maturity Date) and (y) the documentation governing any Additional/Replacement Revolving Commitments may include financial maintenance covenant so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such financial maintenance covenant for the benefit of each facility (provided, further, however, that, if the applicable new financial maintenance covenant is a “springing” financial maintenance covenant for the benefit of such revolving credit facility or covenant only applicable to, or for the benefit of, a revolving credit facility, such financial maintenance covenant shall be automatically included in this Agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder)). (c) Each notice from Holdings or the Borrower pursuant to this Section 2.20 shall be given in writing and shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Revolving Commitment Increases or Additional/Replacement Revolving Commitments. (d) Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. Incremental Term Loans and loans under Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, subject to Section 2.14(c), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.20 (including, in connection with an Incremental Revolving Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders). The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments for any purpose not prohibited by this Agreement. (e) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Amendment No. 1 Effective Date, with notice to the Administrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (1) no Specified Event of Default shall have occurred and be continuingcontinuing or would result therefrom and (2) (x) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in all material respects (unless such representations relate to an earlier date, in which case, such representations shall have been true and correct in all materials respect as of such earlier date); provided that, if any Specified Representation is qualified by or subject to a “material adverse effect”, “material adverse change” or similar term or qualification shall be true and correct in all respects. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time; provided that (i) Incremental Term Loans may be incurred without regard to the Incremental Cap, without regard to whether an Event of Default has occurred and is continuing and, without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the Net Proceeds from such Incremental Term Loans on the date of incurrence of such Incremental Term Loans (or substantially concurrently therewith) are used to either (x) prepay Term Loans and related amounts in accordance with the procedures set forth in Section 2.11(e) or Section 2.11(f) as applicable, or (y) permanently reduce the Revolving Commitments, Other Revolving Commitments or Replacement Revolving Commitments and (ii) Replacement Revolving Commitments may be provided without regard to the Incremental Limit, without regard to whether a Default or an Event of Default has occurred and is continuing and without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the existing Revolving Commitments, Other Revolving Commitments or other Replacement Revolving Commitments shall be permanently reduced by an amount equal to the aggregate amount of Replacement Revolving Commitments so provided (and any such Replacement Revolving Commitments shall be deemed to have been incurred pursuant to this proviso) (any Incremental Facility incurred for the purposes set forth in this proviso, an “Incremental Refinancing Facility”; the term loans under such Incremental Refinancing Facility, “Incremental Refinancing Term Loans”). Each Incremental Facility (other than as set forth in the preceding proviso) shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu equal in right of payment and security with any thenthe Initial Term Loans, the 2020 Incremental Term Loans, the 2021 Incremental Term Loans, the 2021-existing Class of 2 Incremental Term Loans or Revolving Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured only by any assets other than all or a portion of the Collateral securing the Secured Obligations and shall not be incurred or guaranteed by any other Person which is not a Loan Party, (ii) other than except with respect to an aggregate principal amount at any time outstanding not Incremental Facility constituting a customary bridge facility, so long as the Indebtedness into which any such customary bridge facility is to exceed be converted or exchanged satisfies the requirements of this clause (ii) and such conversion or exchange is subject only to conditions customary for similar conversions or exchanges and Incremental Maturity Limitation Excluded Amount (as selected by the Borrower)Facilities subject to Customary Escrow Provisions, the Incremental Term Loans shall not mature earlier than the applicable Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof Date, (or the earliest maturity date of the then-existing Initial Dollar Term Loans for iii) except with respect to any Incremental Term Loan established Facility constituting a customary bridge facility, so long as the first of its type for Indebtedness into which any other currency) (other than, in such customary bridge facility is to be converted or exchanged satisfies the case requirements of this clause (ii), with respect iii) and such conversion or exchange is subject only to any conditions customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, similar conversions or exchanges and Incremental Facilities subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower)Customary Escrow Provisions, the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in Loans, the same currency as such 2020 Incremental Term Loans, the 2021 Incremental Term Loans (or the then2021-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such 2 Incremental Term Loans), as applicable, (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses clause (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount discounts, currency types and denominations and prepayment terms and premiums as determined by the Borrower and the lenders of the such applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or not Incremental Refinancing Term Loans incurred after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower))Amendment No. 1 Effective Date, in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Loans, 2020 Incremental Term Loans, 2021 Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of and/or 2021-2 Incremental Term Loans denominated in Euros)Loans, as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Loans, 2020 Incremental Term Loans, 2021 Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of and/or 2021-2 Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold)Loans, as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans, 2020 Incremental Term Loans, 2021 Incremental Term Loans or Initial Euro and/or 2021-2 Incremental Term Loans, as applicable, shall not be less than equal to the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be offered to be made on a pro rata basis with such existing applicable the Initial Term Loans, 2020 Incremental Term Loans, 2021 Incremental Term Loans and/or 2021-2 Incremental Term Loans, as applicable, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)basis) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Initial Term Loans, 2020 Incremental Term Loans, 2021 Incremental Term Loans and/or 2021-2 Incremental Term Loans, as agreed between applicable (including currency denomination; provided such currency is reasonably acceptable to the Administrative Agent); provided further that if such terms and conditions are not substantially consistent with the terms of the then-existing Initial Term Loans, 2020 Incremental Term Loans, 2021 Incremental Term Loans and/or 2021-2 Incremental Term Loans, as applicable, except with respect to matters contemplated by clauses (i) – (v) above, such terms shall be (A) not materially more restrictive on Holdings, the Borrower and its Restricted Subsidiaries than those applicable to such then-existing Term Loans when taken as a whole (it being understood that, to the lenders providing extent that any covenant or other provision is added for the benefit of any such Indebtedness, no consent shall be required by the Administrative Agent or any of the Lenders if such covenant or other provision is either (i) also added for the benefit of all Credit Facilities hereunder not constituting Incremental Term LoansLoans or (ii) only applicable to periods after the Latest Maturity Date at the time of such incurrence) or (B) reasonably satisfactory to the Administrative Agent. (c) (i) Any Incremental RC Facility Revolving Commitment Increase shall be treated the same as the Class of RC Facility Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Revolving Credit Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Revolving Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) fees on the Class of RC Facility Revolving Commitments being increased may be increased for all applicable existing Revolving Lenders and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Revolving Commitment Increase (without any requirement to pay such fees to any existing RC Facility Revolving Lenders)). (d) The Replacement Revolving Commitments may only be incurred as an Incremental Refinancing Facility and (i) shall not mature earlier than the then-existing Latest Maturity Date and shall require no amortization or mandatory commitment reduction prior to the then-existing Latest Maturity Date, (ii) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, currency types and denominations, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrower and the lenders of such commitments, (iii) shall contain borrowing, repayment and termination of Commitment procedures as determined by the Borrower and the lenders of such commitments, (iv) may include provisions relating to letters of credit, as applicable, issued thereunder, which issuances shall be on terms substantially similar (except for the overall size of such sub-facilities, the fees payable in connection therewith and the identity of the letter of credit issuer, as applicable, which shall be determined by the Borrower, the lenders of such commitments and the applicable letter of credit issuers and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Facility Amendment) to the terms relating to the Letters of Credit with respect to the applicable Class of Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (v) may otherwise have terms and conditions different from those of the Revolving Credit Facility (including currency denomination); provided that except with respect to matters contemplated by clause (c) above and clauses (i)-(iv) of this clause (d), if any differences are not substantially consistent with the terms of the Revolving Credit Facility, such terms shall be not materially more restrictive on Holdings, the Borrower and its Restricted Subsidiaries than those applicable to the then-existing Revolving Credit Facility, as applicable, when taken as a whole (it being understood that, to the extent that any covenant or other provision is added for the benefit of any such Indebtedness, no consent shall be required by the Administrative Agent or any of the Lenders if such covenant or other provision is either (i) also added for the benefit of all Credit Facilities hereunder not constituting Replacement Revolving Commitments, or (ii) only applicable to periods after the Latest Maturity Date at the time of such incurrence) or reasonably satisfactory to the Administrative Agent. (e) [Reserved]. (f) Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Replacement Revolving Commitments shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender or Additional Lender, if any, agreeing to provide such Commitment (it being agreed that any Person other than a Lender agreeing to provide such Commitment shall meet the requirements set forth in the definition of “Additional Lender”), and the Administrative Agent. Incremental Term Loans and loans under Incremental Revolving Commitment Increases and Replacement Revolving Commitments shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.20 (including, without limitation, to (i) in connection with an Incremental Revolving Credit Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Credit Lenders, (ii) in connection with Classes of Incremental Term Loans, to extend the “prepayment premium” period for the benefit of any existing Class of Term Loans to the extent that such Class of Incremental Term Loans shall have the benefit of such longer or higher “prepayment premium” period, (iii) increase the Effective Yield of the applicable Class of Term Loans or amend the amortization applicable thereto or otherwise make changes to the extent necessary in order to ensure that any applicable Class of Incremental Term Loans are “fungible” with such existing Class of Term Loans; provided that any such amendment to the amortization applicable to any existing Class of Term Loans shall not result in the decrease of any amortization payment any Lender of such Class of Term Loans would have received prior to giving effect to such amendment, (iv) add or extend “soft call” or add or extend any other “call protection”, in either case, for the benefit of any existing Class of Term Loans) and (v) in connection with any incurrence of any Incremental Facility denominated in a currency other than Dollars, to add interest rate definitions and other currency provisions that are customarily included in agreements contemplating Borrowings or the execution of credit documents in any such currency. The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree (subject to the foregoing provisions of this Section 2.20). The Loan Parties will use the proceeds of the Incremental Term Loans, Incremental Revolving Commitment Increases and Replacement Revolving Commitments for working capital and other general corporate purposes, including the financing of acquisitions permitted hereunde

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at At any time during the period commencing on the Closing Date and ending on the Business Day prior to the Term Loan Maturity Date, provided no Default or Event of Default has occurred and is continuing and subject to the conditions set forth in clause (d) below, upon notice to the Administrative Agent, the Borrower may, from time to time (on one or more occasions) after the Closing Datetime, pursuant to an Incremental Facility Amendment request (i) add one or more additional Classes of term loans or additional term loans of an increase in the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the aggregate principal amount of the Term Loans by requesting then outstanding (each, a “Term Commitment Increase”), (ii) the addition of one or more new term loan commitments to be added to such Loans facilities (which may take the form of a “term loan B” facility) (any Term Loan under clauses (i) and (ii), an “Incremental Term Increase”Loan” and, and together with any Incremental Term Facilitycollectively, the “Incremental Term Loans”), (ii) add from one or more increases existing Lenders and/or from other Eligible Assignees reasonably acceptable to the Administrative Agent and the Borrower and (iii) new revolving credit commitments under this Agreement on the terms set forth in the amount of the RC Facility Commitments of any Class this Section 2.24 (each such increaseeach, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility CommitmentsRevolving Credit Commitment” and, the Loans thereunder, the “Incremental Revolving Loans” and together with the Incremental Term Loans and the Incremental RC Facility Commitment IncreasesLoans, the “Incremental FacilitiesLoans”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any . The aggregate original principal amount for all such Incremental FacilityTerm Loans, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount of the together with any Incremental Facilities that can be incurred Revolving Credit Commitments established at any time time, shall not exceed the Incremental Cap at such timeCap. Each Any Incremental Facility Term Loan or Incremental Revolving Credit Commitment shall be in a minimum principal amount (as applicable) of $10,000,000 5,000,000 (or €8,000,000 such lower amount that represents all remaining Incremental Term Loan and Incremental Revolving Credit Commitment availability under this Section 2.24(a)) and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided or such lower amount that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of and Incremental Revolving Credit Commitment availability under this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility LendersSection 2.24(a)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party Borrowers may at any time or from time to time (on one or more occasions) after the Closing Effective Date, pursuant by written notice delivered to an Incremental Facility Amendment the Administrative Agent request (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments,” and, together with the Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities”); provided that that, both at the applicable time of determination in accordance with Section 1.09(a) with respect any such request and after giving effect to the effectiveness of any Incremental Facility Amendment referred to below and at the time that any such Incremental FacilityTerm Loan, Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitment is made or effected, no Specified Event of Default (except, in the case of the incurrence or provision of any Incremental Facility in connection with a Permitted Acquisition or other Investment not prohibited by the terms of this Agreement, no Event of Default under clause (a), (b), (h) or (i) of Section 7.01) shall have occurred and be continuingcontinuing unless, in connection with a Permitted Acquisition or another Investment not prohibited by the terms of this Agreement, customary “Sungard” or “certain funds” conditionality is otherwise agreed to by the Lenders providing such Incremental Facilities. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof if such Incremental Facilities are denominated in dollars (unless the Borrower Borrowers and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any The Incremental Facility Term Loans (i) shall rank pari passu with any then-existing Class of Loans, as applicable, equal in right of payment and/or security and no Incremental Facility with the Term Loans, shall be secured only by any assets other than the Collateral securing the Secured Obligations and shall not only be guaranteed by any Person which is not a the Loan PartyParties, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Term Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans)Date, (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses clause (ii) and (iii)), an amortization schedule (subject to clause (iii)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount discounts and prepayment terms and premiums for the Incremental Term Loans as determined by the Borrower Borrowers and the lenders of the applicable Incremental Term FacilitiesLoans; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such any Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate Effective Yield for such Initial Dollar the Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar the Term Loans or Initial Euro Term Loans, as applicable, shall not be less than are equal to the Effective Yield with respect to such for the Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, provided that the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) LIBOR floor” applicable to the applicable outstanding Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does amount not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, to exceed the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an prior to any increase to in the Applicable Rate under the Initial Dollar applicable to such Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)then outstanding); and (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii) and (iv) above, any differences shall be reasonably satisfactory to the Borrower Administrative Agent (except for covenants and other provisions applicable only to the lenders providing such periods after the Latest Maturity Date) and (y) the documentation governing any Incremental Term LoansLoans may include a financial maintenance covenant, it being understood that, to the extent that any financial maintenance covenant is added for the benefit of any Incremental Term Loan, no consent shall be required from the Administrative Agent or any of the Term Lenders to the extent that such financial maintenance covenant is (1) also added for the benefit of any existing Term Loans or (2) only applicable after the Latest Maturity Date. (cii) (i) Any The Incremental RC Facility Revolving Commitment Increase shall be treated the same as the Class of RC Facility Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Revolving Credit Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Revolving Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) fees on the Class of RC Facility Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Revolving Commitment Increase (without any requirement to pay such fees to any existing RC Facility Revolving Lenders)). (iii) The Additional/Replacement Revolving Commitments (i) shall rank equal in right of payment with the Revolving Loans, shall be secured only by the Collateral securing the Obligations and shall only be guaranteed by the Loan Parties, (ii) shall not mature earlier than the Revolving Maturity Date and shall require no mandatory commitment reduction prior to the Revolving Maturity Date, (iii) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrowers and the lenders of such commitments, (iv) shall contain borrowing, repayment and termination of Commitment procedures as determined by the Borrowers and the lenders of such commitments, (v) may include provisions relating to letters of credit, as applicable, issued thereunder, which issuances shall be on terms substantially similar (except for the overall size of such subfacilities, the fees payable in connection therewith and the identity of the letter of credit issuer, as applicable, which shall be determined by the Borrowers, the lenders of such commitments and the applicable letter of credit issuers and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Facility Amendment) to the terms relating to the Letters of Credit with respect to the applicable Class of Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (vi) may otherwise have terms and conditions different from those of the Revolving Credit Facility (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent (except for covenants and other provisions applicable only to the periods after the Latest Maturity Date) and (y) the documentation governing any Additional/Replacement Revolving Commitments may include financial maintenance covenant so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such financial maintenance covenant for the benefit of each facility (provided, further, however, that, if the applicable new financial maintenance covenant is a “springing” financial maintenance covenant for the benefit of such revolving credit facility or covenant only applicable to, or for the benefit of, a revolving credit facility, such financial maintenance covenant shall be automatically included in this Agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder)). (c) Each notice from Holdings or the Borrowers pursuant to this Section 2.20 shall be given in writing and shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Revolving Commitment Increases or Additional/Replacement Revolving Commitments. (d) Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrowers, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. Incremental Term Loans and loans under Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, subject to Section 2.14(c), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrowers, to effect the provisions of this Section 2.20 (including, in connection with an Incremental Revolving Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders). The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree. The Borrowers will use the proceeds of the Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments for any purpose not prohibited by this Agreement. (e) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at At any time during the period commencing on the Closing Date and ending on the Business Day prior to the Term Loan Maturity Date, provided no Default or Event of Default has occurred and is continuing and subject to the conditions set forth in clause (d) below, upon notice to the Administrative Agent, the Borrower may, from time to time (on one or more occasions) after the Closing Datetime, pursuant to an Incremental Facility Amendment request (i) add one or more additional Classes of term loans or additional term loans of an increase in the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the aggregate principal amount of the Term Loans by requesting then outstanding (each, a “Term Commitment Increase”), (ii) the addition of one or more new term loan commitments to be added to such Loans facilities (which may take the form of a “term loan B” facility) (any Term Loan under clauses (i) and (ii), an “Incremental Term Increase”Loan” and, and together with any Incremental Term Facilitycollectively, the “Incremental Term Loans”), (ii) add from one or more increases existing Lenders and/or from other Eligible Assignees reasonably acceptable to the Administrative Agent and the Borrower and (iii) new revolving credit commitments under this Agreement on the terms set forth in the amount of the RC Facility Commitments of any Class this Section 2.24 (each such increaseeach, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility CommitmentsRevolving Credit Commitment” and, the Loans thereunder, the “Incremental Revolving Loans” and together with the Incremental Term Loans and the Incremental RC Facility Commitment IncreasesLoans, the “Incremental FacilitiesLoans”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any . The aggregate original principal amount for all such Incremental FacilityTerm Loans, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount of the together with any Incremental Facilities that can be incurred Revolving Credit Commitments established at any time time, shall not exceed the sum of $50,000,000 so long as, on a pro forma basis, determined on the basis of the financial statements most recently required to be delivered to the Administrative Agent pursuant to Section 6.1(a) or (b), as the case may be (and assuming in the case of any Incremental Cap at Revolving Credit Commitment, that any such timeIncremental Revolving Credit Commitments are drawn in full and excluding the cash proceeds of any such Incremental Term Loans or Incremental Revolving Credit Commitments) and after giving effect to any Permitted Acquisition consummated in connection therewith, the Consolidated Leverage Ratio shall not exceed the maximum Consolidated Leverage Ratio then permitted under Section 7.1(b), without giving effect to any temporary increase in the Consolidated Leverage Ratio as a result of an Acquisition Holiday. Each Any Incremental Facility Term Loan or Incremental Revolving Credit Commitment shall be in a minimum principal amount (as applicable) of $10,000,000 5,000,000 (or €8,000,000 such lower amount that represents all remaining Incremental Term Loan and Incremental Revolving Credit Commitment availability under this Section 2.24(a)) and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided or such lower amount that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of and Incremental Revolving Credit Commitment availability under this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility LendersSection 2.24(a)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at At any time or from time prior to time the Maturity Date, the Company may by written notice to the Administrative Agent elect to request the establishment of: (on i) one or more occasions) after the Closing Dateincremental term loan commitments (any such incremental term loan commitment, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term FacilityLoan Commitment”) and/or increase the principal amount of the Term Loans by requesting new to make an incremental term loan commitments to be added to the Company (any such Loans (incremental term loan, an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term LoansLoan”), ; or (ii) add one or more increases in the amount of the RC Facility Commitments of any Class (each such increaseCommitments, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility CommitmentsRevolving Credit Commitment” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment IncreasesLoan Commitments, the “Incremental FacilitiesLoan Commitments”) to make incremental revolving credit loans (any such increase, an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loan, the “Incremental Loans”); provided that at (x) the applicable time of determination in accordance with Section 1.09(a) with respect to any total aggregate amount for all such Incremental Facility, no Specified Event Loan Commitments shall not (as of Default shall have occurred any date of incurrence thereof) exceed $150,000,000 and be continuing. Notwithstanding anything to (y) the contrary herein, the total aggregate principal amount of for each Incremental Loan Commitment (and the Incremental Facilities that can be incurred at any time Loans made thereunder) shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in less than a minimum principal amount (as applicable) of $10,000,000 20,000,000 (or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and such lesser amount to which the Administrative Agent otherwise may agree); provided . Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Company proposes that the principal amount may any Incremental Loan Commitment shall be effective, which shall be a date not less than ten Business Days after the date on which such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount notice is delivered to Administrative Agent. The Company may invite any Lender, any Affiliate of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of LoansLender and/or any Approved Fund, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) Person reasonably satisfactory to the Administrative Agent (other thanand, in the case of this clause (iian Incremental Revolving Credit Commitment, the L/C Issuer), to provide an Incremental Loan Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any Incremental Loan Commitment may elect or decline, in its sole discretion, to provide such Incremental Loan Commitment. Any Incremental Loan Commitment shall become effective as of such Increased Amount Date; provided that: (A) the Administrative Agent shall have received a certificate dated the Increased Amount Date and signed by a Responsible Officer of the Company certifying that the conditions specified in Sections 4.02(a) and (b) are satisfied relative to such Credit Extension or Incremental Loan Commitment; (B) the proceeds of any Incremental Loans shall be used in compliance with respect to any customary bridge loan facility Section 6.11; (C) each Incremental Loan Commitment (and the Incremental Loans made thereunder) shall constitute Obligations of the applicable Borrower(s) and shall share in the guarantees and security, if any, supporting the other extensions of credit hereunder on a pari passu basis; (1) in the case of each Incremental Term Loan (the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing set forth the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).Lender Joinder Agreement):

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Effective Date, pursuant to an Incremental Facility Amendment Amendment, (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments,” and, together with the Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities”); provided that at that: (A) At the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (1) no Specified Event of Default shall have occurred and be continuing or (2) in the case of any Permitted Acquisition or similar Investment permitted under this Agreement, no Event of Default under Section 7.01(a), (b), (h) or (i) shall have occurred and be continuing. . (B) Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. . (C) Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 5,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof if such Incremental Facility is denominated in Dollars (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with or junior to any then-existing Class of Term Loans or Revolving Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any other Person which is not a Loan Party, Party and (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Revolving Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which but may provide for an automatic extension amortization of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.505.0% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any An Incremental RC Facility Revolving Commitment Increase shall be treated the same as the Class of RC Facility Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Revolving Credit Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Revolving Commitment Increase, the pricing, interest rate margins, rate floors and facility unused line fees (or undrawn commitment fees) on the Class of RC Facility Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Revolving Commitment Increase (without any requirement to pay such fees to any existing RC Facility Revolving Lenders)). (ii) The Additional/Replacement Revolving Commitments (A) shall not mature earlier than the Revolving Maturity Date and shall require no differing amortization or mandatory commitment reduction than the then-existing Revolving Loans prior to the Revolving Maturity Date (B) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, unused line fees, funding discounts, original issue discounts, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrower and the lenders of such commitments, (C) shall contain borrowing, repayment and termination of Commitment procedures as determined by the Borrower and the lenders of such commitments, (D) may include provisions relating to letters of credit, as applicable, issued thereunder, which issuances shall be on terms substantially similar (except for the overall size of such subfacilities, the fees payable in connection therewith and the identity of the letter of credit issuer, as applicable, which shall be determined by the Borrower, the lenders of such commitments and the applicable letter of credit issuers and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Facility Amendment) to the terms relating to the Letters of Credit with respect to the applicable Class of Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (E) may otherwise have terms and conditions different from those of the Revolving Credit Facility (including currency denomination); provided that except with respect to matters contemplated by clause (c)(i) above, clauses (c)(ii)(A)-(D) above and the application of the MFN Adjustment, if any differences are not substantially consistent with the terms of the Revolving Credit Facility, any differences shall be reasonably satisfactory to the Administrative Agent (except for covenants and other provisions applicable only to the periods after the Revolving Maturity Date or to the extent such covenants or other provisions are added for the benefit of the Revolving Credit Facility). (iii) To the extent any other Additional/Replacement Revolving Commitments are established, (1) the borrowing and repayment (except for (A) payments of interest and fees at different rates on any such revolving facilities (and related outstandings), (B) repayments required upon the maturity date of any such revolving facilities and (C) repayments made in connection with a permanent repayment and termination of commitments (subject to clause (3) below)) of Loans with respect to any such Additional/Replacement Revolving Commitments after the effective date of such Incremental Facility shall be made on a pro rata basis with all Revolving Loans in effect on the Effective Date (including any Incremental Revolving Commitment Increase) and Loans in respect of any Additional/Replacement Revolving Commitments, (2) all swingline loans and letters of credit under any such Additional/Replacement Revolving Commitments shall be participated on a pro rata basis by all lenders with commitments under Additional/Replacement Revolving Commitments and (3) the permanent repayment of Loans with respect to, and termination of commitments under, any such Additional/Replacement Revolving Commitments (including any Incremental Revolving Commitment Increase) after the effective date of such Incremental Facility shall be made on a pro rata basis with all other Additional/Replacement Revolving Commitments (including any Incremental Revolving Commitment Increase) and the Revolving Loans in effect on the Effective Date (including any Incremental Revolving Commitment Increase), except that (x) the Borrower shall be permitted to permanently repay and terminate commitments of any such Additional/Replacement Revolving Commitments on a greater than pro rata basis as compared to any other Additional/Replacement Revolving Commitments with a later maturity date than such Additional/Replacement Revolving Commitments and (y) the Borrower shall be permitted to permanently repay and terminate commitments of any such Additional/Replacement Revolving Commitments on a less than pro rata basis with the Revolving Loans in effect on the Effective Date (including any Incremental Revolving Commitment Increase) (but not a greater than pro rata basis) if the Additional Lenders under such Additional/Replacement Revolving Commitments so provide. (d) Subject to the MFN Adjustment, clause (b)(ii) above in the case of any Incremental Term Facility and clause (c)(i) above in the case of any Incremental Revolving Commitment Increase, the pricing, interest rate margins, rate floors, discounts premiums, fees, maturity date and amortization schedule (if any) applicable to any Incremental Facility shall be determined by the Borrower and the lenders providing such Incremental Facility. (e) Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender or Additional Lender, if any, agreeing to provide such Commitment (it being agreed that any Person other than a Lender agreeing to provide such Commitment shall meet the requirements set forth in the definition of “Additional Lender”), and the Administrative Agent. Incremental Term Loans and loans under Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.20 and other provisions and commitment schedules relating to revolving facilities generally). The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree (subject to the foregoing provisions of this Section 2.20). The Borrower will use the proceeds of the Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments for working capital and other general corporate purposes, including the financing of acquisitions permitted hereunder and other Investments, permitted Restricted Payments and any other purpose not prohibited by this Agreement. (f) Incremental Facilities may be provided by any existing Lender (in its sole discretion), or, subject to (i) the consent of the Administrative Agent (not to be unreasonably withheld or delayed) if such consent would be required under Section 9.04 for assignments or participations of Term Loans, Revolving Loans or Commitments, as applicable, to the relevant person and (ii) in the case of any Additional/Replacement Revolving Commitments or Incremental Revolving Commitment Increases, each Issuing Lender and the Swingline Lender, by any other Additional Lender. (g) Each Lender or Additional Lender providing a portion of any Incremental Facility shall execute and deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Amendment) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Facility. On the effective date of such Incremental Facility, each Additional Lender shall become a Lender for all purposes in connection with this Agreement. (h) The Lenders hereby irrevocably authorize the Administrative Agent to enter into any Incremental Facility Amendment and/or any amendment to any other Loan Document as may be necessary in order to establish new Classes or sub-Classes in respect of Loans or Commitments pursuant to this Section 2.20 and such technical amendments (including with respect to the amortization thereon of, to create a “fungible” class of term loans) as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Classes or sub-Classes, in each case on terms consistent with this Section 2.20. (i) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Amendment No. 1 Effective Date, with notice to the Administrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”)); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (1) no Specified Event of Default shall have occurred and be continuingcontinuing or would result therefrom and (2) (x) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in all material respects (unless such representations relate to an earlier date, in which case, such representations shall have been true and correct in all materials respect as of such earlier date); provided that, if any Specified Representation is qualified by or subject to a “material adverse effect”, “material adverse change” or similar term or qualification shall be true and correct in all respects. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable incurred without regard to the lenders providing Incremental Cap, without regard to whether an Event of Default has occurred and is continuing and, without regard to the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).minimums set forth in the 121 US-DOCS\115047431.4

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or may, by written notice to the Administrative Agent from time to time request (on A) Incremental Term Loan Commitments, and/or (B) Incremental Revolving Commitments by increasing the Total Revolving Credit Commitments, from one or more occasions) after Incremental Term Lenders and/or Incremental Revolving Lenders, all of which must meet the Closing Date, pursuant to an Incremental Facility Amendment requirements for assignees under Section 9.6(d). Such notice shall set forth (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, Loan Commitments or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and together with any Incremental Term Facility, the “Incremental Term Loans”a minimum amount of $10,000,000), (ii) add one the date on which such Incremental Term Loan Commitments or Incremental Revolving Commitments are requested to become effective (which shall not be less than 10 Business Days nor more increases in than 60 days after the amount date of such notice) (the RC Facility Commitments of any Class (each such increase“Increased Amount Date”), an “Incremental RC Facility Commitment Increase”) or and (iii) add one with respect to Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Tranche B-5 Term Loans or more additional Classes commitments to make term loans with terms different from the Tranche B-5 Term Loans, including, for the avoidance of revolving credit facility commitments doubt, tranche A term loans (such other term loans, the “Additional/Replacement RC Facility Commitments” Other Term Loans”). (b) The Borrower may seek Incremental Term Loan Commitments or Incremental Revolving Commitments from existing Lenders (each of which shall be entitled to agree or decline to participate in its sole discretion) and additional banks, financial institutions and other institutional lenders who will become Incremental Term Lenders or Incremental Revolving Lenders in connection therewith. The Borrower and each Incremental Term Lender or Incremental Revolving Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loan Commitment or Incremental Revolving Commitments of each Incremental Term Lender or Incremental Revolving Lender. The terms and provisions of any Incremental Term Loans that are additional Tranche B-5 Term Loans shall be identical to those of the Tranche B-5 Term Loans on the Eighth Amendment Effective Date. The terms and provisions of any Incremental Revolving Loans and Incremental Revolving Commitments shall be identical to those of the Revolving Credit Loans and Revolving Credit Commitments made on the Closing Date (i) except for (x) pricing, fees, rate floors and prepayment or redemption premiums, which reflect market terms and conditions at the time of incurrence or issuance, (y) covenants or other provisions applicable only to periods after the Latest Maturity Date that is in effect on the date such Incremental Revolving Loans and Incremental Revolving Commitments are issued, incurred or obtained or which are added for the benefit of the Lenders, and (z) provisions that reflect the nature of such Incremental Revolving Loans as fixed or floating rate, and (ii) except as otherwise set forth herein or in the Incremental Assumption Agreement, and, together for purposes of this clause (ii), and such other terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent. The terms and provisions of the Other Term Loans shall be identical to those of the Tranche B-5 Term Loans, as applicable, (i) except for (x) pricing, fees, rate floors and prepayment or redemption premiums, which reflect market terms and conditions at the time of incurrence or issuance, (y) covenants or other provisions applicable only to periods after the Latest Maturity Date that is in effect on the date such Other Term Loan is issued, incurred or obtained or which are added for the benefit of the Lenders, and (z) provisions that reflect the nature of such Other Term Loan as fixed or floating rate, and (ii) except as otherwise set forth herein or in the Incremental Assumption Agreement, and, for purposes of this clause (ii), any such other terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent (provided that, notwithstanding anything to the contrary contained herein or in any other Loan Document, the Incremental Term Loans and Incremental Revolving Loans shall constitute Obligations hereunder and shall be secured by the Incremental RC Facility Commitment Increases, Collateral on a pari passu basis with all other Obligations). Without the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount prior written consent of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above.Required Lenders: (i) Any Incremental Facility except with respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the final maturity date of any Other Term Loans shall rank pari passu be no earlier than the Latest Maturity Date, (ii) except with any then-existing Class respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the Weighted Average Life to Maturity of Loans, as applicable, the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Tranche of Term Loans hereunder which has the longest Weighted Average Life to Maturity, (iii) the obligations of the Borrower and its Subsidiaries in right respect of payment and/or security and no Incremental Facility the Other Term Loans shall not be secured by any property or assets of the Borrower or any of its Subsidiaries other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) Subsidiaries of the Borrower other than the Subsidiary Guarantors, (iv) the Other Term Loans shall not receive mandatory prepayments in excess of their ratable share hereunder in accordance with Section 2.10(d), (v) in connection with Other Term Loans that are incurred prior to the twenty four-month anniversary of the Eighth Amendment Effective Date and contain provisions customarily applicable to Tranche B term loans, if the initial All-In Yield of such Other Term Loans exceeds the All-In Yield for the Tranche B-5 Term Loans that are SOFR Loans by more than 50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for Tranche B-5 Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans; provided, further, that this clause (v) shall not apply to Other Term Loans that are incurred to finance, in whole or in part, a Transformative Acquisition (this clause (v), the “MFN Provision”), and (vi) with respect to an aggregate principal amount at any time outstanding not Other Term Loans that contain provisions customarily applicable to exceed tranche A term loans, the pricing of Other Term Loans may be subject to “most favored nations” provisions if and to the extent set forth in the Incremental Maturity Limitation Excluded Amount Assumption Agreement for such tranche of Other Term Loans, The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be deemed amended to the extent (as selected by but only to the Borrower), extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitment or the Incremental Revolving Commitments and the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of Incremental Revolving Loans evidenced thereby, and the then-existing Initial Dollar Term Loans for any Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. (c) Notwithstanding the foregoing, no Incremental Term Loan established as Commitment or Incremental Revolving Commitment shall become effective under this Section 2.32 unless on the first date of its type for any other currencysuch effectiveness, (i) the conditions set forth in Section 4.2(a) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, if such extension of credit is used to finance a Permitted Acquisition, then the only representations and warranties that will be required to be true and correct in all material respects as a condition to funding on the case applicable extension of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the credit date that is 24 months after the Closing Date (other than shall be (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor Specified Representations and (y) such Eurocurrency Rateof the representations and warranties made by or on behalf of the applicable acquired company or business (or the seller thereof) shall be equated in the applicable acquisition agreement as are material to the Applicable Rate for purposes interests of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be requiredLenders, but only to the extent an increase in that the interest rate floor in Borrower or any Subsidiary Guarantor has the applicable Term Loans would cause an increase in right to terminate the interest rate then in effect thereunder, and obligations of the Borrower or any Subsidiary Guarantor under such acquisition agreement or not consummate such acquisition as a result of the inaccuracy of such representations or warranties in such case the interest rate floor acquisition agreement) and 4.2(b) (but provided that, if such extension of credit is used to finance a Permitted Acquisition, then such Incremental Term Lenders or Incremental Revolving Lender, as applicable, may agree that Section 4.2(b) shall not the Applicable Rate apply to such extension of credit (unless the Borrower elects in its sole discretionDefault or Event of Default arises from Section 7(a) applicable to the applicable Term Loans or (f))) shall be increased satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer, (ii) the extent Borrower would be in compliance with the covenants set forth in Section 6.1 and the Consolidated Senior Secured Leverage Ratio would be less than or equal to 4.00 to 1.00 as of the most recently completed Fiscal Quarter ending prior to such differential between interest rate floors; providedtransaction for which the financial statements and certificates required by Sections 5.1 and 5.2(a) have been delivered, further, that if after giving effect to such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, Commitments transaction and to any other event occurring after such period as applicable, or does not include an interest rate floor and, to which pro forma recalculation is appropriate as if such events had occurred as of the first day of such period, and assuming that (X) the Incremental Revolving Commitments to be incurred on such date are fully drawn and (Y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans borrowed on such date are not netted from Consolidated Total Debt for purposes of calculating such Consolidated Senior Secured Leverage Ratio, (iii) except as otherwise specified in the applicable Incremental Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Restatement Funding Date under Section 4.1, (iv) the Administrative Agent and each applicable Lender shall have received all fees and expenses owed in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment and (v) the terms and documentation in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment, to the extent not consistent with this Agreement, shall be reasonably satisfactory to the Administrative Agent. (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans (other than Other Term Loans), when originally made, are included in each borrowing hereunder of outstanding Tranche B-5 Term Loans on a pro rata basis. This may be accomplished by requiring each outstanding borrowing of the Tranche B-5 Term Loans that are SOFR Loans to be converted into Base Rate Loans on the date of each Incremental Term Loan, or by allocating a portion of each Incremental Term Loan to each outstanding borrowing of Tranche B-5 Term Loans that are SOFR Loans on a pro rata basis. Any conversion of Tranche B-5 Term Loans that are SOFR Loans to Base Rate Loans required by the preceding sentence shall not be subject to Section 2.19. If any Incremental Term Loan is to be allocated to an existing Interest Period for a borrowing of Tranche B-5 Term Loans that are SOFR Loans, then the interest rate thereon for such Interest Period and the other economic consequences thereof shall be as set forth in the applicable Incremental Term Loan Assumption Agreement. In addition, to the extent any Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro not Other Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization paymentpayments under Section 2.3(a) required to be made after the making of such Incremental Term Loans shall be made ratably increased by the aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis with to the extent necessary to avoid any reduction in the amortization payments to which the Tranche B-5 Term Lenders were entitled before such existing applicable Term Loansrecalculation. (e) The Loans and Commitments extended or established pursuant to this Section 2.32 shall constitute Loans and Commitments under, except and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Borrower Lien and security interests granted by the lenders providing Security Documents continue to be perfected under the relevant Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments. (f) On any Increased Amount Date on which Incremental Term Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Credit Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Credit Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Credit Loans outstanding on such Increased Amount Date as shall be permittednecessary in order that, after giving effect to all such assignments and purchases, such Revolving Credit Loans will be held by existing Revolving Credit Lenders and Incremental Revolving Lenders ratably in accordance with their sole discretionRevolving Credit Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments, to elect to prepay or receive(b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Credit Commitment and each Loan made thereunder shall be deemed, as applicablefor all purposes, any such prepayment on a less than pro rata basis Revolving Credit Loan and (but not on c) each Incremental Revolving Lender shall become a greater than pro rata basis (other than Lender with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms Revolving Commitment and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansall matters relating thereto. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The US Borrower or any Subsidiary Loan Party may at any time or by written notice to the Administrative Agent elect from time to time (on to request the establishment of one or more occasions) after the Closing Date, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental New Term Increase”, Loan Commitments” and together with any Incremental Term Facilitythe loans thereunder, the “Incremental New Term Loans”), new term loan B commitments (ii) add one or more increases in “New TLB Commitments” and the amount of loans thereunder, the RC Facility Commitments of any Class (each such increase, an “Incremental RC Facility Commitment IncreaseNew TLB Loans”) or (iii) add one additional or more additional Classes increased US Revolving Commitments hereunder, in an aggregate amount such that the aggregate outstanding amount of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and (after giving effect to such New Term Loan Commitments but without taking into account the Incremental RC Facility Commitment Increases2011 Original Maturity Date Term Loans), the “Incremental Facilities”New TLB Loans (after giving effect to such New TLB Commitments) and Revolving Commitments (after giving effect to such additional or increased US Revolving Commitments but without taking into account any Revolving Commitments that terminate on the Original Maturity Date pursuant to Section 4.03(a)(ii)) are not in excess of $700,000,000; provided that if at the applicable any time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything prior to the contrary herein, Original Maturity Date the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than (after giving effect to such New Term Loan Commitments and taking into account the Latest 2011 Original Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), the New TLB Loans (iiiafter giving effect to such New TLB Commitments) other than with respect and Revolving Commitments (after giving effect to an aggregate principal amount such additional or increased US Revolving Commitments and taking into account Revolving Commitments that terminate on the Original Maturity Date pursuant to Section 4.03(a)(ii)) outstanding at any such time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower)exceeds $700,000,000, the Incremental US Revolving Commitments shall be temporarily reduced by an amount equal to such excess until the repayment of all 2011 Original Maturity Date Term Loans and the termination of any applicable Revolving Commitments pursuant to Section 4.03(a)(ii) on the Original Maturity Date (it being understood and agreed that, notwithstanding the foregoing, during the period of any such temporary reduction, fees shall not have a shorter Weighted Average Life accrue and be payable pursuant to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated Section 4.07(a) without taking into account such temporary reduction in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iiiRevolving Commitments), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if on the Original Maturity Date, after giving effect to the repayment of all then outstanding 2011 Original Maturity Date Term Loans and the termination of any then outstanding applicable Revolving Commitments pursuant to Section 4.03(a)(ii), the aggregate principal amount of Term Loans, New TLB Loans and Revolving Commitments outstanding exceeds $700,000,000, the US Borrower will make repayments of Term Loans and New TLB Loans and permanent reductions of Revolving Commitments on such Incremental date in an aggregate amount equal to such excess. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the US Borrower proposes that the New Term Loan includes an interest rate floor lower Commitments, New TLB Commitments or additional or increased US Revolving Commitments shall be effective, which shall be a date not less than three Business Days after the applicable interest rate floor under date on which such notice is delivered to Administrative Agent; provided that any Lender offered or approached to provide all or a portion of any New Term Loan Commitments, New TLB Commitments or additional or increased US Revolving Commitments may elect or decline, in its sole discretion, to provide or not to provide the Initial Dollar same. Such New Term Loan Commitments, New TLB Commitments or additional or increased US Revolving Commitments shall become effective as of such Increased Amount Date; provided that (1) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Term Loan Commitments, New TLB Commitments or additional or increased US Revolving Commitments, as the case may be; (2) the proceeds of any New Term Loans or Initial Euro Term LoansanyLoan Commitments, as applicable, or does not include an interest rate floor and, as New TLB Loans shall be used for general corporate purposes of the date such Incremental US Borrower and its Subsidiaries; (3) the terms and provisions of the New Term Loans are incurred, made under the “LIBOR floor” with respect New Term Loan Commitments shall be identical to those of the applicable Term Loans is and for purposes of this Agreement, any New Term Loans shall, upon the basis for determining the Eurocurrency Ratemaking thereof, then the amount of such differential (which shall be deemed to be 0.00Term Loans; (4) the aggregate amount of the New TLB Loans (after giving effect to the New TLB Commitments) is not in excess of the sum of (x) $300,000,000 and (y) the amount of any permanent reductions of Revolving Commitments of the Revolving Commitments after the Amendment No. 1 Effective Date; (5) the terms and provisions of the New TLB Loans made under the New TLB Commitments shall be determined by the US Borrower and the lenders providing such New TLB Loans, subject to the approval of the Administrative Agent (such approval not to be unreasonably withheld, delayed or conditioned), and may be different from the terms and provisions of the Term Loans, including but not limited to pricing, interest rate margins, premiums, rate floors, fees, amortization schedule and a mandatory prepayment provision based on excess cash flow; (5maturity (in which such New TLB Loans shall have a final maturity date of not earlier than twelve months after the Second Extended Maturity Date); (6) the New TLB Loans shall be repayable in quarterly installments of 0.25% of the principal aggregate amount of the New TLB Loans, with the balance of the New TLB Loans being payable on the maturity date of such New TLB Loans (7) there shall only be one tranche of New TLB Loans made under the New TLB Commitments; (68) any such additional or increased US Revolving Commitments and the extensions of credit thereunder shall be ratable with the existing US Revolving Commitments and extensions of credit thereunder; (79) such New Term Loan Commitments, New TLB Commitments or additional or increased US Revolving Commitments shall be effected pursuant to one or more joinder agreements (each, a “Joinder Agreement”) executed and delivered by the US Borrower, the Administrative Agent and one or more new lenders or existing Lenders as to which consents have been given as provided for in Section 12.04(b) for assignees of existing Term Loans or US Revolving Commitments, as the case may be; and (810) the US Borrower shall deliver or cause to be delivered any customary legal opinions or other documents, in each case as reasonably requested by the Administrative Agent or the New Lenders in connection with any such transaction, including any supplements or amendments to the Security Documents providing for such New Term Loans, New TLB Loans or additional or increased US Revolving Commitments and the extensions of credit thereunder to be secured thereby. (b) On any Incremental Increased Amount Date on which any New Term Loans without an interest rate floorLoan Commitments, New TLB Commitments or additional or increased US Revolving Commitments become effective, subject to the foregoing terms and conditions, each new lender with a New Term Loan Commitment, New TLB Commitment or additional US Revolving Commitment (each, a “New Lender”) shall reduce the Applicable Rate become a Lender hereunder with respect to such Incremental New Term Loans for purposes of determining whether Loan Commitment, New TLB Commitment or additional US Revolving Commitment and each Lender with an increase to the Applicable Rate under the Initial Dollar increased US Revolving Commitment shall have its US Revolving Commitment adjusted accordingly. The New Term Loans or Initial Euro New TLB Loans to be made under the New Term LoansLoan Commitments or the New TLB Commitments, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with or promptly following such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loanseffectiveness. (c) (i) Any Incremental RC Facility Commitment Increase shall Each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement as may be treated necessary or appropriate, in the same as opinion of the Class Administrative Agent, to effect the provisions of RC Facility Commitments being increased this Section 4.16 (including with respect to maturity date thereof) and shall be considered provide transition provisions to provide for any New Term Loans to be part ratable with the Term Loans, any provisions to provide for the New TLB Loans and the terms applicable thereto, any additional or increased US Revolving Commitments to share ratably in the extensions of credit under the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)US Revolving Commitments).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after (in each case, other than any time during thea Suspension Period), with notice to the Closing DateAdministrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (A1) no Specified Event of Default shall have occurred and be continuingcontinuing or would result therefrom and (B2) (x) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in all material respects (unless such representations relate to an earlier date, in which case, such representations shall have been true and correct in all materials respect as of such earlier date); provided that, if any Specified Representation is qualified by or subject to a “material adverse effect,”, “material adverse change” or similar term or qualification shall be true and correct in all respects. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time; provided that (1i) Incremental Term Loans may be incurred without regard to the Incremental Cap, without regard to whether an Event of Default has occurred and is continuing and, without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the Net Proceeds from such Incremental Term Loans on the date of incurrence of such Incremental Term Loans (or substantially concurrently therewith) are used to either (x) prepay Term Loans and related amounts in accordance with the procedures set forth in Section 2.11(d)(ii)(B)(2e) or Section 2.11(f) as 148 #97964454v4 #97964454v11 applicable, or (y) permanently reduce the Revolving Commitments, Other Revolving Commitments or Replacement Revolving Commitments and (2ii) Replacement Revolving Commitments may be provided without regard to the Incremental LimitCap, without regard to whether a Default or an Event of Default has occurred and is continuing and without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the existing Revolving Commitments, Other Revolving Commitments or other Replacement Revolving Commitments shall be permanently reduced by an amount equal to the aggregate amount of Replacement Revolving Commitments so provided (and any such Replacement Revolving Commitments shall be deemed to have been incurred pursuant to this proviso) (any Incremental Facility incurred for the purposes set forth in this proviso, an “Incremental Refinancing Facility”; the term loans under such Incremental Refinancing Facility, “Incremental Refinancing Term Loans”); provided, further, that no Incremental Refinancing Facility or Incremental Refinancing Term Loans may be incurred to refinance or replace the Class A Revolving Credit Commitments or Class A Revolving Loans. Each Incremental Facility (other than as set forth in the preceding proviso) shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing DateAmendment No. 1 Effective Date,(in each case, other than any time during the Suspension Period), with notice to the Administrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (A) no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to continuing or would result therefrom and (B) (x) the contrary herein, representations and warranties of each Loan Party set forth in the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility Loan Documents shall be true and correct in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilitiesmaterial respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any term loan “B” Incremental Term Loans denominated Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in Dollars or Euros incurred after the Closing Date and prior all material respects (unless such representations relate to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicablean earlier date, in effect at the time which case, such representations shall have been true and correct in all materials respect as of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)earlier date); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required any Specified Representation is qualified by or subject to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront a “material adverse effect,” “material adverse change” or similar fees may term or qualification shall be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).true and correct in all respects. Notwithstanding

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after (in each case, other than any time during a Suspension Period), with notice to the Closing DateAdministrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (1) no Specified Event of Default shall have occurred and be continuingcontinuing or would result therefrom and (2) (x) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in all material respects (unless such representations relate to an earlier date, in which case, such representations shall have been true and correct in all materials respect as of such earlier date); provided that, if any Specified Representation is qualified by or subject to a “material adverse effect”, “material adverse change” or similar term or qualification shall be true and correct in all respects. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time; provided that (i) Incremental Term Loans may be incurred without regard to the Incremental Cap, without regard to whether an Event of Default has occurred and is continuing and, without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the Net Proceeds from such Incremental Term Loans on the date of incurrence of such Incremental Term Loans (or substantially concurrently therewith) are used to either (x) prepay Term Loans and related amounts in accordance with the procedures set forth in Section 2.11(e) or Section 2.11(f) as applicable, or (y) permanently reduce the Revolving Commitments, Other Revolving Commitments or Replacement Revolving Commitments and (ii) Replacement Revolving Commitments may be provided without regard to the Incremental Cap, without regard to whether a Default or an Event of Default has occurred and is continuing and without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the existing Revolving Commitments, Other Revolving Commitments or other Replacement Revolving Commitments shall be permanently reduced by an amount equal to the aggregate amount of Replacement Revolving Commitments so provided (and any such Replacement Revolving Commitments shall be deemed to have been incurred pursuant to this proviso) (any Incremental Facility incurred for the purposes set forth in this proviso, an “Incremental Refinancing Facility”; the term loans under such Incremental Refinancing Facility, “Incremental Refinancing Term Loans”); provided, further, that no Incremental Refinancing Facility or Incremental Refinancing Term Loans may be incurred to refinance or replace the Class A Revolving Credit Commitments or Class A Revolving Loans. Each Incremental Facility (other than as set forth in the preceding proviso) shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).such

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or may, by written notice to the Administrative Agent from time to time request (on A) Incremental Term Loan Commitments, and/or (B) Incremental Revolving Commitments by increasing the Total Revolving Credit Commitments, from one or more occasions) after Incremental Term Lenders and/or Incremental Revolving Lenders, all of which must meet the Closing Date, pursuant to an Incremental Facility Amendment requirements for assignees under Section 9.6(d). Such notice shall set forth (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, Loan Commitments or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and together with any Incremental Term Facility, the “Incremental Term Loans”a minimum amount of $10,000,000), (ii) add one the date on which such Incremental Term Loan Commitments or Incremental Revolving Commitments are requested to become effective (which shall not be less than 10 Business Days nor more increases in than 60 days after the amount date of such notice) (the RC Facility Commitments of any Class (each such increase“Increased Amount Date”), an “Incremental RC Facility Commitment Increase”) or and (iii) add one with respect to Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Tranche A Term Loans, additional Tranche B-23 Term Loans or more additional Classes of revolving credit facility commitments to make term loans with terms different from the Tranche A Term Loans and the Tranche B-23 Term Loans (such other term loans, the “Additional/Replacement RC Facility Commitments” andOther Term Loans”). (b) The Borrower may seek Incremental Term Loan Commitments or Incremental Revolving Commitments from existing Lenders (each of which shall be entitled to agree or decline to participate in its sole discretion) and additional banks, together financial institutions and other institutional lenders who will become Incremental Term Lenders or Incremental Revolving Lenders in connection therewith. The Borrower and each Incremental Term Lender or Incremental Revolving Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loan Commitment or Incremental Revolving Commitments of each Incremental Term Lender or Incremental Revolving Lender. The terms and provisions of any Incremental Term Loans that are additional Tranche A Term Loans shall be identical to those of the Tranche A Term Loans made on the Closing Date. The terms and provisions of any Incremental Term Loans that are additional Tranche B-23 Term Loans shall be identical to those of the Tranche B-23 Term Loans on the FirstSecond Amendment Effective Date. The terms and provisions of any Incremental Revolving Loans and Incremental Revolving Commitments shall be identical to those of the Revolving Credit Loans and Revolving Credit Commitments made on the Closing Date. The terms and provisions of the Other Term Loans shall be identical to those of the Tranche A Term Loans or Tranche B-23 Term Loans, as applicable, except as otherwise set forth herein or in the Incremental Assumption Agreement, and any such terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent (provided that, notwithstanding anything to the contrary contained herein or in any other Loan Document, the Incremental Term Loans and Incremental Revolving Loans shall constitute Obligations hereunder and shall be secured by the Incremental RC Facility Commitment Increases, Collateral on a pari passu basis with all other Obligations). Without the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount prior written consent of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above.Required Lenders: (i) Any Incremental Facility the final maturity date of any Other Term Loans shall rank pari passu with any then-existing Class be no earlier than the Latest Maturity Date, (ii) the Weighted Average Life to Maturity of Loans, as applicable, the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Tranche of Term Loans hereunder which has the longest Weighted Average Life to Maturity, (iii) the obligations of the Borrower and its Subsidiaries in right respect of payment and/or security and no Incremental Facility the Other Term Loans shall not be secured by any property or assets of the Borrower or any of its Subsidiaries other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) Subsidiaries of the Borrower other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount Subsidiary Guarantors, (as selected by iv) the Borrower), the Incremental Other Term Loans shall not mature earlier than receive mandatory prepayments in excess of their ratable share hereunder in accordance with Section 2.10(d), (v) in connection with Other Term Loans that contain provisions customarily applicable to Tranche A term loans, if the Latest Maturity Date initial yield on such Other Term Loans (as determined by the Administrative Agent to be equal to the sum of (x) the margin above the Eurodollar Rate on such Other Term Loans and (y) if such Other Term Loans are initially made at a discount or the Lenders making the same receive a fee directly or indirectly from the Borrower or any Subsidiary for doing so (the amount of such discount or fee, expressed as a percentage of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Other Term Loans), (iii) other than with respect being referred to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (herein as selected by the Borrower“OID”), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than amount of such OID divided by the then-remaining lesser of (A) the Weighted Average Life to Maturity of the then-existing Initial such Other Term Loans denominated and (B) four, exceeds the Applicable Margin then in effect for Tranche A Term Loans that are Eurodollar Loans by more than 50 basis points (the same currency amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for Tranche A Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans, and (vi) in connection with Other Term Loans that contain provisions customarily applicable to Tranche B term loans, if the initial yield on such Incremental Other Term Loans (as determined by the Administrative Agent to be equal to the sum of (x) the margin above the Eurodollar Rate on such Other Term Loans and (y) if such Other Term Loans are initially made at a discount or the then-remaining shortest Lenders making the same receive a fee directly or indirectly from the Borrower or any Subsidiary for doing so (the amount of such discount or fee, expressed as a percentage of the Other Term Loans, being referred to herein as “OID”), the amount of such OID divided by the lesser of (A) the Weighted Average Life to Maturity of the then-existing Initial Dollar such Other Term Loans and (B) four; provided that in determining the margin above the Eurodollar Rate or the Base Rate, if the Eurodollar Rate or the Base Rate in respect of any Other Term Loans includes a floor different from the applicable floor in respect of the Eurodollar Rate or the Base Rate applicable to the Tranche B-23 Term Loans, such differential amount shall be equated to interest margin for purposes of determining Yield Differential) exceeds the Applicable Margin then in effect for Tranche B-23 Term Loans that are Eurodollar Loans by more than 50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for Tranche B-23 Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Term Loan established as Commitment or the first Incremental Revolving Commitments and the Incremental Term Loans or the Incremental Revolving Loans evidenced thereby, and the Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. (c) Notwithstanding the foregoing, no Incremental Term Loan Commitment or Incremental Revolving Commitment shall become effective under this Section 2.32 unless on the date of its type for any other currencysuch effectiveness, (i) the conditions set forth in Section 4.2(a) (other thanprovided that, if such extension of credit is used to finance a Permitted Acquisition, then the only representations and warranties that will be required to be true and correct in all material respects as a condition to funding on the applicable extension of credit date shall be (x) the Specified Representations and (y) such of the representations and warranties made by or on behalf of the applicable acquired company or business (or the seller thereof) in the case applicable acquisition agreement as are material to the interests of this clause the Lenders, but only to the extent that the Borrower or any Subsidiary Guarantor has the right to terminate the obligations of the Borrower or any Subsidiary Guarantor under such acquisition agreement or not consummate such acquisition as a result of the inaccuracy of such representations or warranties in such acquisition agreement) and 4.2(b) (iii)provided that, with respect to any customary bridge loan facility the terms of which provide for an automatic if such extension of the maturity date thereofcredit is used to finance a Permitted Acquisition, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as then such Incremental Term LoansLenders or Incremental Revolving Lender, as applicable, may agree that Section 4.2(b) shall not apply to such extension of credit (unless the Default or Event of Default arises from Section 7(a) or (f))) shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer, (ii) the Borrower would be in compliance with the covenants set forth in Section 6.1 and the Consolidated Senior Secured Leverage Ratio would be less than or equal to 4.00 to 1.00 as of the most recently completed Fiscal Quarter ending prior to such transaction for which the financial statements and certificates required by Sections 5.1 and 5.2(a) have been delivered, after giving effect to such Incremental Term Loan Commitments transaction and to any other event occurring after such period as to which pro forma recalculation is appropriate as if such events had occurred as of the first day of such period, and assuming that (X) the Incremental Revolving Commitments are fully drawn and (Y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans are not netted from Consolidated Total Debt for purposes of calculating such Consolidated Senior Secured Leverage Ratio, (iii) except as otherwise specified in the applicable Incremental Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Restatement Funding Date under Section 4.1, (iv) the Administrative Agent and each applicable Lender shall have received all fees and expenses owed in respect of such Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) Loan Commitments or Incremental Revolving Commitment and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment v) the terms and premiums as determined by documentation in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment, to the Borrower and extent not consistent with this Agreement, shall be reasonably satisfactory to the lenders Administrative Agent. (d) Each of the applicable Incremental Term Facilities; provided thatparties hereto hereby agrees that the Administrative Agent may, in consultation with the case of Borrower, take any term loan “B” and all action as may be reasonably necessary to ensure that all Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Other Term Loans that Loans), when originally made, are scheduled to mature on or after the date that is two years after the earliest maturity date included in each borrowing hereunder of the Initial Dollar outstanding Tranche A Term Loans or Initial Euro Tranche B- 23 Term Loans, as applicable, in effect at the time on a pro rata basis. This may be accomplished by requiring each outstanding borrowing of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Tranche A Term Loans or Initial Euro Tranche B-23 Term Loans, as applicable, shall not that are Eurodollar Loans to be less than converted into Base Rate Loans on the Effective Yield with respect to such date of each Incremental Term Loans denominated in the same currency minus 0.50% per annum (this provisoLoan, the “MFN Protection”) (provided, that if such or by allocating a portion of each Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar to each outstanding borrowing of Tranche A Term Loans or Initial Euro Tranche B-2 Term Loans, as applicable, and such floor that are Eurodollar Loans on a pro rata basis. Any conversion of Tranche A Term Loans or Tranche B-23 Term Loans that are Eurodollar Loans to Base Rate Loans required by the preceding sentence shall be subject to Section 2.19. If any Incremental Term Loan is greater than the applicable Eurocurrency Rate to be allocated to an existing Interest Period for a three-month Interest Period at such timeborrowing of Tranche A Term Loans or Tranche B-23 Term Loans that are Eurodollar Loans, then the amount of interest rate thereon for such differential (in excess of Interest Period and the greater of (x) such floor and (y) such Eurocurrency Rate) other economic consequences thereof shall be equated as set forth in the applicable Incremental Term Loan Assumption Agreement. In addition, to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar extent any Incremental Term Loans or Initial Euro are not Other Term Loans, the scheduled amortization payments under Section 2.3(a) or 2.3(b), as applicable, shall required to be required, but only to made after the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent making of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made ratably increased by the aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis with such existing applicable to the extent necessary to avoid any reduction in the amortization payments to which the Tranche A Term Loans, except that the Borrower and the lenders providing the relevant Incremental Lenders or Tranche B-23 Term Loans shall be permitted, in their sole discretion, to elect to prepay or receiveLenders, as applicable, were entitled before such recalculation. (e) The Loans and Commitments extended or established pursuant to this Section 2.32 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Lien and security interests granted by the Security Documents continue to be perfected under the Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such prepayment Loans or any such Commitments. (f) On any Increased Amount Date on which Incremental Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Credit Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Credit Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Credit Loans outstanding on such Increased Amount Date as shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Credit Loans will be held by existing Revolving Credit Lenders and Incremental Revolving Lenders ratably in accordance with their Revolving Credit Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments, (b) each Incremental Revolving Commitment shall be deemed for all purposes a less than pro rata basis Revolving Credit Commitment and each Loan made thereunder shall be deemed, for all purposes, a Revolving Credit Loan and (but not on c) each Incremental Revolving Lender shall become a greater than pro rata basis (other than Lender with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms Revolving Commitment and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansall matters relating thereto. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after (in each case, other than any time during a Suspension Period), with notice to the Closing DateAdministrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (1) no Specified Event of Default shall have occurred and be continuingcontinuing or would result therefrom and (2) (x) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in all material respects (unless such representations relate to an earlier date, in which case, such representations shall have been true and correct in all materials respect as of such earlier date); provided that, if any Specified Representation is qualified by or subject to a “material adverse effect”, “material adverse change” or similar term or qualification shall be true and correct in all respects. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than may be incurred without regard to the Latest Maturity Date Incremental Cap, without regard to whether an Event of Default has occurred and is continuing and, without regard to the Initial Term Loans denominated minimums set forth in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditionsimmediately succeeding sentence, to a date the extent that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as Net Proceeds from such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed Loans on the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity date of the then-existing Initial Term Loans denominated in the same currency as incurrence of such Incremental Term Loans (or the then-remaining shortest Weighted Average Life substantially concurrently therewith) are used to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than either (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro prepay Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or may, by written notice to the Administrative Agent from time to time request (on A) Incremental Term Loan Commitments, and/or (B) Incremental Revolving Commitments by increasing the Total Revolving Credit Commitments, from one or more occasions) after Incremental Term Lenders and/or Incremental Revolving Lenders, all of which must meet the Closing Date, pursuant to an Incremental Facility Amendment requirements for assignees under Section 9.6(d). Such notice shall set forth (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, Loan Commitments or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and together with any Incremental Term Facility, the “Incremental Term Loans”a minimum amount of $10,000,000), (ii) add one the date on which such Incremental Term Loan Commitments or Incremental Revolving Commitments are requested to become effective (which shall not be less than 10 Business Days nor more increases in than 60 days after the amount date of such notice) (the RC Facility Commitments of any Class (each such increase“Increased Amount Date”), an “Incremental RC Facility Commitment Increase”) or and (iii) add one with respect to Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Tranche A Term Loans or more additional Classes of revolving credit facility commitments to make term loans with terms different from the Tranche A Term Loans (such other term loans, the “Additional/Replacement RC Facility Commitments” andOther Term Loans”). (b) The Borrower may seek Incremental Term Loan Commitments or Incremental Revolving Commitments from existing Lenders (each of which shall be entitled to agree or decline to participate in its sole discretion) and additional banks, together financial institutions and other institutional lenders who will become Incremental Term Lenders or Incremental Revolving Lenders in connection therewith. The Borrower and each Incremental Term Lender or Incremental Revolving Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loan Commitment or Incremental Revolving Commitments of each Incremental Term Lender or Incremental Revolving Lender. The terms and provisions of any Incremental Term Loans that are additional Tranche A Term Loans shall be identical to those of the Tranche A Term Loans made on the Closing Date. The terms and provisions of any Incremental Revolving Loans and Incremental Revolving Commitments shall be identical to those of the Revolving Credit Loans and Revolving Credit Commitments made on the Closing Date. The terms and provisions of the Other Term Loans shall be identical to those of the Tranche A Term Loans except as otherwise set forth herein or in the Incremental Assumption Agreement, and any such terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent (provided that, notwithstanding anything to the contrary contained herein or in any other Loan Document, the Incremental Term Loans and the Incremental RC Facility Commitment Increases, the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default Revolving Loans shall have occurred constitute Obligations hereunder and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by the Collateral on a pari passu basis with all other Obligations). Without the prior written consent of the Required Lenders, (i) the final maturity date of any Other Term Loans shall be no earlier than the Latest Maturity Date, (ii) the Weighted Average Life to Maturity of the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Tranche of Term Loans hereunder which has the longest Weighted Average Life to Maturity, (iii) the obligations of the Borrower and its Subsidiaries in respect of the Other Term Loans shall not be secured by any property or assets of the Borrower or any of its Subsidiaries other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan PartySubsidiaries of the Borrower other than the Subsidiary Guarantors, (iiiv) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Other Term Loans shall not mature earlier than receive mandatory prepayments in excess of their ratable share hereunder in accordance with Section 2.10(d) and (v) if the Latest Maturity Date initial yield on such Other Term Loans (as determined by the Administrative Agent to be equal to the sum of (x) the margin above the Eurodollar Rate on such Other Term Loans and (y) if such Other Term Loans are initially made at a discount or the Lenders making the same receive a fee directly or indirectly from the Borrower or any Subsidiary for doing so (the amount of such discount or fee, expressed as a percentage of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Other Term Loans), (iii) other than with respect being referred to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (herein as selected by the Borrower“OID”), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than amount of such OID divided by the then-remaining lesser of (A) the Weighted Average Life to Maturity of the then-existing Initial such Other Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by B) four) exceeds the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, Applicable Margin then in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental effect for Tranche A Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Eurodollar Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Rate Margin then in effect for such Initial Dollar Tranche A Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be deemed amended to the extent (in respect but only to the extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitment or the Incremental Revolving Commitments and the Incremental Term Loans denominated in Dollars exceeding or the Incremental Revolving Loans evidenced thereby, and the Administrative Agent and the Borrower may revise this Agreement to evidence such Effective Yield thresholdamendments. (c) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold)Notwithstanding the foregoing, as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such no Incremental Term Loan includes an interest rate floor greater than Commitment or Incremental Revolving Commitment shall become effective under this Section 2.32 unless on the applicable interest rate floor under date of such effectiveness, (i) the Initial Dollar Term Loans or Initial Euro Term Loansconditions set forth in Section 4.2(a) (provided that, as applicable, and if such floor extension of credit is greater than the applicable Eurocurrency Rate for used to finance a three-month Interest Period at such timePermitted Acquisition, then the amount only representations and warranties that will be required to be true and correct in all material respects as a condition to funding on the applicable extension of such differential (in excess of the greater of credit date shall be (x) such floor the Specified Representations and (y) such Eurocurrency Rateof the representations and warranties made by or on behalf of the applicable acquired company or business (or the seller thereof) shall be equated in the applicable acquisition agreement as are material to the Applicable Rate for purposes interests of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be requiredLenders, but only to the extent an increase in that the interest rate floor in Borrower or any Subsidiary Guarantor has the applicable Term Loans would cause an increase in right to terminate the interest rate then in effect thereunder, and obligations of the Borrower or any Subsidiary Guarantor under such acquisition agreement or not consummate such acquisition as a result of the inaccuracy of such representations or warranties in such case the interest rate floor acquisition agreement) and 4.2(b) (but provided that, if such extension of credit is used to finance a Permitted Acquisition, then such Incremental Term Lenders or Incremental Revolving Lender, as applicable, may agree that Section 4.2(b) shall not the Applicable Rate apply to such extension of credit (unless the Borrower elects in its sole discretionDefault or Event of Default arises from Section 7(a) applicable to the applicable Term Loans or (f))) shall be increased satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer, (ii) the extent Borrower would be in compliance with the covenants set forth in Section 6.1 and the Consolidated Senior Secured Leverage Ratio would be less than or equal to 4.00 to 1.00 as of the most recently completed Fiscal Quarter ending prior to such differential between interest rate floors; providedtransaction for which the financial statements and certificates required by Sections 5.1 and 5.2(a) have been delivered, further, that if after giving effect to such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, Commitments transaction and to any other event occurring after such period as applicable, or does not include an interest rate floor and, to which pro forma recalculation is appropriate as if such events had occurred as of the date first day of such period, and assuming that (X) the Incremental Revolving Commitments are fully drawn and (Y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans are incurrednot netted from Consolidated Total Debt for purposes of calculating such Consolidated Senior Secured Leverage Ratio, (iii) except as otherwise specified in the applicable Incremental Assumption Agreement, the “LIBOR floor” Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Section 4.1, (iv) the Administrative Agent and each applicable Lender shall have received all fees and expenses owed in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment and (v) the terms and documentation in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment, to the applicable extent not consistent with this Agreement, shall be reasonably satisfactory to the Administrative Agent. (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans (other than Other Term Loans), when originally made, are included in each borrowing hereunder of outstanding Tranche A Term Loans on a pro rata basis. This may be accomplished by requiring each outstanding borrowing of Tranche A Term Loans that are Eurodollar Loans to be converted into Base Rate Loans on the date of each Incremental Term Loan, or by allocating a portion of each Incremental Term Loan to each outstanding borrowing of Tranche A Term Loans that are Eurodollar Loans on a pro rata basis. Any conversion of Tranche A Term Loans that are Eurodollar Loans to Base Rate Loans required by the preceding sentence shall be subject to Section 2.19. If any Incremental Term Loan is the basis to be allocated to an existing Interest Period for determining the Eurocurrency Ratea borrowing of Tranche A Term Loans that are Eurodollar Loans, then the amount of interest rate thereon for such differential (which Interest Period and the other economic consequences thereof shall be deemed to be 0.00% as set forth in the case of applicable Incremental Assumption Agreement. In addition, to the extent any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro are not Other Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization paymentpayments under Section 2.3(a) required to be made after the making of such Incremental Term Loans shall be made ratably increased by the aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis with to the extent necessary to avoid any reduction in the amortization payments to which the Tranche A Term Lenders were entitled before such existing applicable Term Loansrecalculation. (e) The Loans and Commitments extended or established pursuant to this Section 2.32 shall constitute Loans and Commitments under, except and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Borrower Lien and security interests granted by the lenders providing Security Documents continue to be perfected under the relevant Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments. (f) On any Increased Amount Date on which Incremental Term Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Credit Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Credit Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Credit Loans outstanding on such Increased Amount Date as shall be permittednecessary in order that, after giving effect to all such assignments and purchases, such Revolving Credit Loans will be held by existing Revolving Credit Lenders and Incremental Revolving Lenders ratably in accordance with their sole discretionRevolving Credit Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments, to elect to prepay or receive(b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Credit Commitment and each Loan made thereunder shall be deemed, as applicablefor all purposes, any such prepayment on a less than pro rata basis Revolving Credit Loan and (but not on c) each Incremental Revolving Lender shall become a greater than pro rata basis (other than Lender with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms Revolving Commitment and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansall matters relating thereto. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The AtDuring the Suspension Period neither the Borrower or nor any Subsidiary shall borrow or seek to borrow any Incremental Loan Party may or enter into any facility for the purpose of borrowing Incremental Loans. Other than during the Suspension Period, at any time during the period commencing on the Restatement Date and ending on the Business Day prior to the Term Loan Maturity Date, provided no Default or Event of Default has occurred and is continuing (or, in the case of a Limited Condition Transaction, (x) on the date of the execution of the definitive agreement in connection therewith, no Event of Default shall exist and (y) no Event of Default pursuant to Section 8.1(a) or (f) shall exist and be continuing both immediately before and immediately after the effectiveness of the related incremental amendment) and subject to the conditions set forth in clause (d) below, upon notice to the Administrative Agent, the Borrower may, from time to time (on one or more occasions) after the Closing Datetime, pursuant to an Incremental Facility Amendment request (i) add one or more additional Classes of term loans or additional term loans of an increase in the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the aggregate principal amount of the Term Loans by requesting then outstanding (each, a “Term Commitment Increase”), (ii) the addition of one or more new term loan commitments to be added to such Loans facilities (which may take the form of a “term loan B” facility) (each, a “New Term Facility”) (any Term Loan under clauses (i) and (ii), an “Incremental Term Increase”Loan” and, and together with any Incremental Term Facilitycollectively, the “Incremental Term Loans”), (ii) add from one or more increases existing Lenders and/or from other Eligible Assignees reasonably acceptable to the Administrative Agent and the Borrower and (iii) new revolving credit commitments under this Agreement on the terms set forth in the amount of the RC Facility Commitments of any Class this Section 2.24 (each such increaseeach, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility CommitmentsRevolving Credit Commitment” and, the Loans thereunder, the “Incremental Revolving Loans” and together with the Incremental Term Loans and the Incremental RC Facility Commitment IncreasesLoans, the “Incremental FacilitiesLoans”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any . The aggregate original principal amount for all such Incremental FacilityTerm Loans, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount of the together with any Incremental Facilities that can be incurred Revolving Credit Commitments established at any time time, shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater sum of (x) such floor and $100,000,000 plus (y) such Eurocurrency Rate) shall an unlimited amount so long as, on a Pro Forma Basis, determined on the basis of US-DOCS\109358599.12 the financial statements most recently required to be equated delivered to the Applicable Rate for purposes of determining whether an increase Administrative Agent pursuant to the Applicable Rate under the Initial Dollar Term Loans Section 6.1(a) or Initial Euro Term Loans(b), as applicable, shall the case may be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, (and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% assuming in the case of any Incremental Term Loans without an interest rate floor) shall reduce Revolving Credit Commitment, that any such Incremental Revolving Credit Commitments are drawn in full and excluding the Applicable Rate with respect to cash proceeds of any such Incremental Term Loans or Incremental Revolving Credit Commitments) and after giving effect to any Permitted Acquisition consummated in connection therewith, the Consolidated Leverage Ratio shall not exceed the lesser of (A) the maximum Consolidated Leverage Ratio then permitted under Section 7.1(b) and (B) 3.00 to 1.00; provided, that for purposes of determining whether an increase any Incremental Loans established pursuant to this Section 2.24, (i) at the Applicable Rate under Borrower’s option, the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, Borrower shall be required deemed to have used amounts under clause (y) prior to utilization of amounts under clause (x), and (ii) Incremental Loans pursuant to this Section 2.24 may be incurred simultaneously under both clauses (x) and (y) and may be utilized in a single transaction or series of related transactions, at the “MFN Adjustment”Borrower’s option, by first calculating the incurrence under clause (y) and then calculating the incurrence under clause (x)); (v) any mandatory prepayment (other than any scheduled amortization payment) of . Any Incremental Term Loans Loan or Incremental Revolving Credit Commitment shall be made on in a pro rata basis with minimum amount of $5,000,000 (or such existing applicable Term Loans, except lower amount that the Borrower and the lenders providing the relevant represents all remaining Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Loan and Incremental Revolving Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification OrderCommitment availability under this Section 2.24(a)) and integral multiples of $5,000,000 in excess thereof (vi) the or such lower amount that represents all remaining Incremental Term Loans may otherwise have terms Loan and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Revolving Credit Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lendersavailability under this Section 2.24(a)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at At any time during the period commencing on the Restatement Date and ending on the Business Day prior to the Term Loan Maturity Date, provided no Default or Event of Default has occurred and is continuing (or, in the case of a Limited Condition Transaction, (x) on the date of the execution of the definitive agreement in connection therewith, no Event of Default shall exist and (y) no Event of Default pursuant to Section 8.1(a) or (f) shall exist and be continuing both immediately before and immediately after the effectiveness of the related incremental amendment) and subject to the conditions set forth in clause (d) below, upon notice to the Administrative Agent, the Borrower may, from time to time (on one or more occasions) after the Closing Datetime, pursuant to an Incremental Facility Amendment request (i) add one or more additional Classes of term loans or additional term loans of an increase in the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the aggregate principal amount of the Term Loans by requesting then outstanding (each, a “Term Commitment Increase”), (ii) the addition of one or more new term loan commitments to be added to such Loans facilities (which may take the form of a “term loan B” facility) (each, a “New Term Facility”) (any Term Loan under clauses (i) and (ii), an “Incremental Term Increase”Loan” and, and together with any Incremental Term Facilitycollectively, the “Incremental Term Loans”), (ii) add from one or more increases existing Lenders and/or from other Eligible Assignees reasonably acceptable to the Administrative Agent and the Borrower and (iii) new revolving credit commitments under this Agreement on the terms set forth in the amount of the RC Facility Commitments of any Class this Section 2.24 (each such increaseeach, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility CommitmentsRevolving Credit Commitment” and, the Loans thereunder, the “Incremental Revolving Loans” and together with the Incremental Term Loans and the Incremental RC Facility Commitment IncreasesLoans, the “Incremental FacilitiesLoans”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any . The aggregate original principal amount for all such Incremental FacilityTerm Loans, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount of the together with any Incremental Facilities that can be incurred Revolving Credit Commitments established at any time time, shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater sum of (x) such floor and $100,000,000 plus (y) such Eurocurrency Rate) shall an unlimited amount so long as, on a Pro Forma Basis, determined on the basis of the financial statements most recently required to be equated delivered to the Applicable Rate for purposes of determining whether an increase Administrative Agent pursuant to the Applicable Rate under the Initial Dollar Term Loans Section 6.1(a) or Initial Euro Term Loans(b), as applicable, shall the case may be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, (and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% assuming in the case of any Incremental Term Loans without an interest rate floor) shall reduce Revolving Credit Commitment, that any such Incremental Revolving Credit Commitments are drawn in full and excluding the Applicable Rate with respect to cash proceeds of any such Incremental Term Loans or Incremental Revolving Credit Commitments) and after giving effect to any Permitted Acquisition consummated in connection therewith, the Consolidated Leverage Ratio shall not exceed the lesser of (A) the maximum Consolidated Leverage Ratio then permitted under Section 7.1(b) and (B) 3.00 to 1.00; provided, that for purposes of determining whether an increase any Incremental Loans established pursuant to this Section 2.24, (i) at the Applicable Rate under Borrower’s option, the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, Borrower shall be required deemed to have used amounts under clause (y) prior to utilization of amounts under clause (x), and (ii) Incremental Loans pursuant to this Section 2.24 may be incurred simultaneously under both clauses (x) and (y) and may be utilized in a single transaction or series of related transactions, at the “MFN Adjustment”Borrower’s option, by first calculating the incurrence under clause (y) and then calculating the incurrence under clause (x)); (v) any mandatory prepayment (other than any scheduled amortization payment) of . Any Incremental Term Loans Loan or Incremental Revolving Credit Commitment shall be made on in a pro rata basis with minimum amount of $5,000,000 (or such existing applicable Term Loans, except lower amount that the Borrower and the lenders providing the relevant represents all remaining Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Loan and Incremental Revolving Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification OrderCommitment availability under this Section 2.24(a)) and integral multiples of $5,000,000 in excess thereof (vi) the or such lower amount that represents all remaining Incremental Term Loans may otherwise have terms Loan and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Revolving Credit Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lendersavailability under this Section 2.24(a)).

Incremental Loans and Commitments. (a) i. The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Effective Date, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”Amendment, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment Increasesany such increases, the “Incremental Facilities”); provided that at that: a. At the applicable time of determination in accordance with Section 1.09(a) with respect to any such the effectiveness of the Incremental FacilityRevolving Commitment Increase, no Specified Event of Default shall have occurred and be continuing. . b. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. . c. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 5,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof if such Incremental Facility is denominated in Dollars (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) ii. Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, the Revolving Loans in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any other Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any iii. An Incremental RC Facility Revolving Commitment Increase shall be treated the same as the Class of RC Facility Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Revolving Credit Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Revolving Commitment Increase, the pricing, interest rate margins, rate floors and facility unused line fees (or undrawn commitment fees) on the Class of RC Facility Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Revolving Commitment Increase (without any requirement to pay such fees to any existing RC Facility Revolving Lenders)). iv. Subject to clause (c) above, the pricing, interest rate margins, rate floors, discounts premiums and fees to any Incremental Facility shall be determined by the Borrower and the lenders providing such Incremental Facility. v. Commitments in respect of Incremental Revolving Commitment Increases shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender or Additional Lender, if any, agreeing to provide such Commitment (it being agreed that any Person other than a Lender agreeing to provide such Commitment shall meet the requirements set forth in the definition of “Additional Lender”), and the Administrative Agent. Loans under Incremental Revolving Commitment Increases shall be “Loans” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.19 and other provisions and commitment schedules relating to revolving facilities generally). The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree (subject to the foregoing provisions of this Section 2.19), but the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan) in respect of any Incremental Facility shall be subject to the satisfaction of the conditions set forth in Section 4.02. The Borrower will use the proceeds of the Incremental Revolving Commitment Increases for working capital and other general corporate purposes, including the financing of acquisitions permitted hereunder and other Investments, permitted Restricted Payments and any other purpose not prohibited by this Agreement. vi. Incremental Facilities may be provided by any existing Lender (in its sole discretion), or, subject to (i) the consent of the Administrative Agent (not to be unreasonably withheld or delayed) if such consent would be required under Section 9.04 for assignments or participations of Revolving Loans or Commitments, as applicable, to the relevant person and (ii) each Issuing Lender and the Swingline Lender, by any other Additional Lender. vii. Each Lender or Additional Lender providing a portion of any Incremental Facility shall execute and deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Amendment) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Facility. On the effective date of such Incremental Facility, each Additional Lender shall become a Lender for all purposes in connection with this Agreement. viii. The Lenders hereby irrevocably authorize the Administrative Agent to enter into any Incremental Facility Amendment and/or any amendment to any other Loan Document as may be necessary in order to effectuate the purpose of this Section 2.19 and such technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Incremental Facility, in each case on terms consistent with this Section 2.19. ix. Notwithstanding anything to the contrary, this Section 2.19 shall supersede any provisions in Section 2.17 or Section 9.02 to the contrary.

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after (in each case, other than any time during thea Suspension Period), with notice to the Closing DateAdministrative Agent, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans or increases of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in increase the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) only as described in clause (ii) of the proviso to the succeeding sentence and constituting an Incremental Refinancing Facility, add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments” and, together with the any Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof, the “Incremental Commitments”); provided that that, subject to Section 1.08, at the applicable time of determination in accordance with Section 1.09(a) with respect to the incurrence of any such Incremental Facility, (A1) no Specified Event of Default shall have occurred and be continuingcontinuing or would result therefrom and (B2) (x) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects or (y) in the case of any Permitted Acquisition or similar Investment, the Specified Representations shall be true and correct in all material respects (unless such representations relate to an earlier date, in which case, such representations shall have been true and correct in all materials respect as of such earlier date); provided that, if any Specified Representation is qualified by or subject to a “material adverse effect,”, “material adverse change” or similar term or qualification shall be true and correct in all respects. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time; provided that (1i) Incremental Term Loans may be incurred without regard to the Incremental Cap, without regard to whether an Event of Default has occurred and is continuing and, without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the Net Proceeds from such Incremental Term Loans on the date of incurrence of such Incremental Term Loans (or substantially concurrently therewith) are used to either (x) prepay Term Loans and related amounts in accordance with the procedures set forth in Section 2.11(d)(ii)(B)(2e) or Section 2.11(f) as applicable, or (y) permanently reduce the Revolving Commitments, Other Revolving Commitments or Replacement Revolving Commitments and (2ii) Replacement Revolving Commitments may be provided without regard to the Incremental LimitCap, without regard to whether a Default or an Event of Default has occurred and is continuing and without regard to the minimums set forth in the immediately succeeding sentence, to the extent that the existing Revolving Commitments, Other Revolving Commitments or other Replacement Revolving Commitments shall be permanently reduced by an amount equal to the aggregate amount of Replacement Revolving Commitments so provided (and any such Replacement Revolving Commitments shall be deemed to have been incurred pursuant to this proviso) (any Incremental Facility incurred for the purposes set forth in this proviso, an “Incremental Refinancing Facility”; the term loans under such Incremental Refinancing Facility, “Incremental Refinancing Term Loans”); provided, further, that no Incremental Refinancing Facility or Incremental Refinancing Term Loans may be incurred to refinance or replace the Class A Revolving Credit Commitments or Class A Revolving Loans. Each Incremental Facility (other than as set forth in the preceding proviso) shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or may, by written notice to the Administrative Agent from time to time request (on A) Incremental Term Loan Commitments, and/or (B) Incremental Revolving Commitments by increasing the Total Revolving Credit Commitments, from one or more occasions) after Incremental Term Lenders and/or Incremental Revolving Lenders, all of which must meet the Closing Date, pursuant to an Incremental Facility Amendment requirements for assignees under Section 9.6(d). Such notice shall set forth (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, Loan Commitments or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and together with any Incremental Term Facility, the “Incremental Term Loans”a minimum amount of $10,000,000), (ii) add one the date on which such Incremental Term Loan Commitments or Incremental Revolving Commitments are requested to become effective (which shall not be less than 10 Business Days nor more increases in than 60 days after the amount date of such notice) (the RC Facility Commitments of any Class (each such increase“Increased Amount Date”), an “Incremental RC Facility Commitment Increase”) or and (iii) add one with respect to Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Tranche B-4 Term Loans or more additional Classes commitments to make term loans with terms different from the Tranche B-4 Term Loans, including, for the avoidance of revolving credit facility commitments doubt, tranche A term loans (such other term loans, the “Additional/Replacement RC Facility Commitments” Other Term Loans”). (b) The Borrower may seek Incremental Term Loan Commitments or Incremental Revolving Commitments from existing Lenders (each of which shall be entitled to agree or decline to participate in its sole discretion) and additional banks, financial institutions and other institutional lenders who will become Incremental Term Lenders or Incremental Revolving Lenders in connection therewith. The Borrower and each Incremental Term Lender or Incremental Revolving Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loan Commitment or Incremental Revolving Commitments of each Incremental Term Lender or Incremental Revolving Lender. The terms and provisions of any Incremental Term Loans that are additional Tranche B-4 Term Loans shall be identical to those of the Tranche B-4 Term Loans on the Fourth Amendment Effective Date. The terms and provisions of any Incremental Revolving Loans and Incremental Revolving Commitments shall be identical to those of the Revolving Credit Loans and Revolving Credit Commitments made on the Closing Date (i) except for (x) pricing, fees, rate floors and prepayment or redemption premiums, which reflect market terms and conditions at the time of incurrence or issuance, (y) covenants or other provisions applicable only to periods after the Latest Maturity Date that is in effect on the date such Incremental Revolving Loans and Incremental Revolving Commitments are issued, incurred or obtained or which are added for the benefit of the Lenders, and (z) provisions that reflect the nature of such Incremental Revolving Loans as fixed or floating rate, and (ii) except as otherwise set forth herein or in the Incremental Assumption Agreement, and, together for purposes of this clause (ii), and such other terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent. The terms and provisions of the Other Term Loans shall be identical to those of the Tranche B-4 Term Loans, as applicable, (i) except for (x) pricing, fees, rate floors and prepayment or redemption premiums, which reflect market terms and conditions at the time of incurrence or issuance, (y) covenants or other provisions applicable only to periods after the Latest Maturity Date that is in effect on the date such Other Term Loan is issued, incurred or obtained or which are added for the benefit of the Lenders, and (z) provisions that reflect the nature of such Other Term Loan as fixed or floating rate, and (ii) except as otherwise set forth herein or in the Incremental Assumption Agreement, and, for purposes of this clause (ii), any such other terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent (provided that, notwithstanding anything to the contrary contained herein or in any other Loan Document, the Incremental Term Loans and Incremental Revolving Loans shall constitute Obligations hereunder and shall be secured by the Incremental RC Facility Commitment Increases, Collateral on a pari passu basis with all other Obligations). Without the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount prior written consent of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above.Required Lenders: (i) Any Incremental Facility except with respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the final maturity date of any Other Term Loans shall rank pari passu be no earlier than the Latest Maturity Date, (ii) except with any then-existing Class respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the Weighted Average Life to Maturity of Loans, as applicable, the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Tranche of Term Loans hereunder which has the longest Weighted Average Life to Maturity, (iii) the obligations of the Borrower and its Subsidiaries in right respect of payment and/or security and no Incremental Facility the Other Term Loans shall not be secured by any property or assets of the Borrower or any of its Subsidiaries other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) Subsidiaries of the Borrower other than the Subsidiary Guarantors, (iv) the Other Term Loans shall not receive mandatory prepayments in excess of their ratable share hereunder in accordance with Section 2.10(d), (v) in connection with Other Term Loans that are incurred prior to the twenty four-month anniversary of the Third Amendment Effective Date and contain provisions customarily applicable to Tranche B term loans, if the initial All-In Yield of such Other Term Loans exceeds the All-In Yield for the Tranche B-4 Term Loans that are SOFR Loans by more than 50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for Tranche B-4 Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans; provided, further, that this clause (v) shall not apply to Other Term Loans that are incurred to finance, in whole or in part, a Transformative Acquisition, and (vi) with respect to an aggregate principal amount at any time outstanding not Other Term Loans that contain provisions customarily applicable to exceed tranche A term loans, the pricing of Other Term Loans may be subject to “most favored nations” provisions if and to the extent set forth in the Incremental Maturity Limitation Excluded Amount Assumption Agreement for such tranche of Other Term Loans, The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be deemed amended to the extent (as selected by but only to the Borrower), extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitment or the Incremental Revolving Commitments and the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of Incremental Revolving Loans evidenced thereby, and the then-existing Initial Dollar Term Loans for any Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. (c) Notwithstanding the foregoing, no Incremental Term Loan established as Commitment or Incremental Revolving Commitment shall become effective under this Section 2.32 unless on the first date of its type for any other currencysuch effectiveness, (i) the conditions set forth in Section 4.2(a) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, if such extension of credit is used to finance a Permitted Acquisition, then the only representations and warranties that will be required to be true and correct in all material respects as a condition to funding on the case applicable extension of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the credit date that is 24 months after the Closing Date (other than shall be (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor Specified Representations and (y) such Eurocurrency Rateof the representations and warranties made by or on behalf of the applicable acquired company or business (or the seller thereof) shall be equated in the applicable acquisition agreement as are material to the Applicable Rate for purposes interests of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be requiredLenders, but only to the extent an increase in that the interest rate floor in Borrower or any Subsidiary Guarantor has the applicable Term Loans would cause an increase in right to terminate the interest rate then in effect thereunder, and obligations of the Borrower or any Subsidiary Guarantor under such acquisition agreement or not consummate such acquisition as a result of the inaccuracy of such representations or warranties in such case the interest rate floor acquisition agreement) and 4.2(b) (but provided that, if such extension of credit is used to finance a Permitted Acquisition, then such Incremental Term Lenders or Incremental Revolving Lender, as applicable, may agree that Section 4.2(b) shall not the Applicable Rate apply to such extension of credit (unless the Borrower elects in its sole discretionDefault or Event of Default arises from Section 7(a) applicable to the applicable Term Loans or (f))) shall be increased satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer, (ii) the extent Borrower would be in compliance with the covenants set forth in Section 6.1 and the Consolidated Senior Secured Leverage Ratio would be less than or equal to 4.00 to 1.00 as of the most recently completed Fiscal Quarter ending prior to such differential between interest rate floors; providedtransaction for which the financial statements and certificates required by Sections 5.1 and 5.2(a) have been delivered, further, that if after giving effect to such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, Commitments transaction and to any other event occurring after such period as applicable, or does not include an interest rate floor and, to which pro forma recalculation is appropriate as if such events had occurred as of the first day of such period, and assuming that (X) the Incremental Revolving Commitments to be incurred on such date such are fully drawn and (Y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans are incurrednot netted from Consolidated Total Debt for purposes of calculating such Consolidated Senior Secured Leverage Ratio, (iii) except as otherwise specified in the applicable Incremental Assumption Agreement, the “LIBOR floor” Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Restatement Funding Date under Section 4.1, (iv) the Administrative Agent and each applicable Lender shall have received all fees and expenses owed in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment and (v) the terms and documentation in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment, to the applicable extent not consistent with this Agreement, shall be reasonably satisfactory to the Administrative Agent. (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans (other than Other Term Loans), when originally made, are included in each borrowing hereunder of outstanding Tranche B-4 Term Loans on a pro rata basis. This may be accomplished by requiring each outstanding borrowing of the Tranche B-4 Term Loans that are SOFR Loans to be converted into Base Rate Loans on the date of each Incremental Term Loan, or by allocating a portion of each Incremental Term Loan to each outstanding borrowing of Tranche B-4 Term Loans that are SOFR Loans on a pro rata basis. Any conversion of Tranche B-4 Term Loans that are SOFR Loans to Base Rate Loans required by the preceding sentence shall not be subject to Section 2.19. If any Incremental Term Loan is the basis to be allocated to an existing Interest Period for determining the Eurocurrency Ratea borrowing of Tranche B-4 Term Loans that are SOFR Loans, then the amount of interest rate thereon for such differential (which Interest Period and the other economic consequences thereof shall be deemed to be 0.00% as set forth in the case of applicable Incremental Term Loan Assumption Agreement. In addition, to the extent any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro are not Other Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization paymentpayments under Section 2.3(a) required to be made after the making of such Incremental Term Loans shall be made ratably increased by the aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis with to the extent necessary to avoid any reduction in the amortization payments to which the Tranche B-4 Term Lenders were entitled before such existing applicable Term Loansrecalculation. (e) The Loans and Commitments extended or established pursuant to this Section 2.32 shall constitute Loans and Commitments under, except and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Borrower Lien and security interests granted by the lenders providing Security Documents continue to be perfected under the relevant Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments. (f) On any Increased Amount Date on which Incremental Term Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Credit Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Credit Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Credit Loans outstanding on such Increased Amount Date as shall be permittednecessary in order that, after giving effect to all such assignments and purchases, such Revolving Credit Loans will be held by existing Revolving Credit Lenders and Incremental Revolving Lenders ratably in accordance with their sole discretionRevolving Credit Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments, to elect to prepay or receive(b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Credit Commitment and each Loan made thereunder shall be deemed, as applicablefor all purposes, any such prepayment on a less than pro rata basis Revolving Credit Loan and (but not on c) each Incremental Revolving Lender shall become a greater than pro rata basis (other than Lender with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms Revolving Commitment and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansall matters relating thereto. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or may, by written notice to the Administrative Agent from time to time request (on A) Incremental Term Loan Commitments, and/or (B) Incremental Revolving Commitments by increasing the Total Revolving Credit Commitments, from one or more occasions) after Incremental Term Lenders and/or Incremental Revolving Lenders, all of which must meet the Closing Date, pursuant to an Incremental Facility Amendment requirements for assignees under Section 9.6(d). Such notice shall set forth (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, Loan Commitments or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and together with any Incremental Term Facility, the “Incremental Term Loans”a minimum amount of $10,000,000), (ii) add one the date on which such Incremental Term Loan Commitments or Incremental Revolving Commitments are requested to become effective (which shall not be less than 10 Business Days nor more increases in than 60 days after the amount date of such notice) (the RC Facility Commitments of any Class (each such increase“Increased Amount Date”), an “Incremental RC Facility Commitment Increase”) or and (iii) add one with respect to Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Tranche B-4-5 Term Loans or more additional Classes commitments to make term loans with terms different from the Tranche B-4-5 Term Loans, including, for the avoidance of revolving credit facility commitments doubt, tranche A term loans (such other term loans, the “Additional/Replacement RC Facility Commitments” Other Term Loans”). (b) The Borrower may seek Incremental Term Loan Commitments or Incremental Revolving Commitments from existing Lenders (each of which shall be entitled to agree or decline to participate in its sole discretion) and additional banks, financial institutions and other institutional lenders who will become Incremental Term Lenders or Incremental Revolving Lenders in connection therewith. The Borrower and each Incremental Term Lender or Incremental Revolving Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loan Commitment or Incremental Revolving Commitments of each Incremental Term Lender or Incremental Revolving Lender. The terms and provisions of any Incremental Term Loans that are additional Tranche B-4-5 Term Loans shall be identical to those of the Tranche B-4-5 Term Loans on the FourthEighth Amendment Effective Date. The terms and provisions of any Incremental Revolving Loans and Incremental Revolving Commitments shall be identical to those of the Revolving Credit Loans and Revolving Credit Commitments made on the Closing Date (i) except for (x) pricing, fees, rate floors and prepayment or redemption premiums, which reflect market terms and conditions at the time of incurrence or issuance, (y) covenants or other provisions applicable only to periods after the Latest Maturity Date that is in effect on the date such Incremental Revolving Loans and Incremental Revolving Commitments are issued, incurred or obtained or which are added for the benefit of the Lenders, and (z) provisions that reflect the nature of such Incremental Revolving Loans as fixed or floating rate, and (ii) except as otherwise set forth herein or in the Incremental Assumption Agreement, and, together for purposes of this clause (ii), and such other terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent. The terms and provisions of the Other Term Loans shall be identical to those of the Tranche B-4-5 Term Loans, as applicable, (i) except for (x) pricing, fees, rate floors and prepayment or redemption premiums, which reflect market terms and conditions at the time of incurrence or issuance, (y) covenants or other provisions applicable only to periods after the Latest Maturity Date that is in effect on the date such Other Term Loan is issued, incurred or obtained or which are added for the benefit of the Lenders, and (z) provisions that reflect the nature of such Other Term Loan as fixed or floating rate, and (ii) except as otherwise set forth herein or in the Incremental Assumption Agreement, and, for purposes of this clause (ii), any such other terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent (provided that, notwithstanding anything to the contrary contained herein or in any other Loan Document, the Incremental Term Loans and Incremental Revolving Loans shall constitute Obligations hereunder and shall be secured by the Incremental RC Facility Commitment Increases, Collateral on a pari passu basis with all other Obligations). Without the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount prior written consent of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above.Required Lenders: (i) Any Incremental Facility except with respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the final maturity date of any Other Term Loans shall rank pari passu be no earlier than the Latest Maturity Date, (ii) except with any then-existing Class respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the Weighted Average Life to Maturity of Loans, as applicable, the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Tranche of Term Loans hereunder which has the longest Weighted Average Life to Maturity, (iii) the obligations of the Borrower and its Subsidiaries in right respect of payment and/or security and no Incremental Facility the Other Term Loans shall not be secured by any property or assets of the Borrower or any of its Subsidiaries other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) Subsidiaries of the Borrower other than the Subsidiary Guarantors, (iv) the Other Term Loans shall not receive mandatory prepayments in excess of their ratable share hereunder in accordance with Section 2.10(d), (v) in connection with Other Term Loans that are incurred prior to the twenty four-month anniversary of the ThirdEighth Amendment Effective Date and contain provisions customarily applicable to Tranche B term loans, if the initial All-In Yield of such Other Term Loans exceeds the All-In Yield for the Tranche B-4-5 Term Loans that are SOFR Loans by more than 50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for Tranche B-4-5 Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans; provided, further, that this clause (v) shall not apply to Other Term Loans that are incurred to finance, in whole or in part, a Transformative Acquisition (this clause (v), the “MFN Provision”), and (vi) with respect to an aggregate principal amount at any time outstanding not Other Term Loans that contain provisions customarily applicable to exceed tranche A term loans, the pricing of Other Term Loans may be subject to “most favored nations” provisions if and to the extent set forth in the Incremental Maturity Limitation Excluded Amount Assumption Agreement for such tranche of Other Term Loans, The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be deemed amended to the extent (as selected by but only to the Borrower), extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitment or the Incremental Revolving Commitments and the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of Incremental Revolving Loans evidenced thereby, and the then-existing Initial Dollar Term Loans for any Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. (c) Notwithstanding the foregoing, no Incremental Term Loan established as Commitment or Incremental Revolving Commitment shall become effective under this Section 2.32 unless on the first date of its type for any other currencysuch effectiveness, (i) the conditions set forth in Section 4.2(a) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, if such extension of credit is used to finance a Permitted Acquisition, then the only representations and warranties that will be required to be true and correct in all material respects as a condition to funding on the case applicable extension of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the credit date that is 24 months after the Closing Date (other than shall be (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor Specified Representations and (y) such Eurocurrency Rateof the representations and warranties made by or on behalf of the applicable acquired company or business (or the seller thereof) shall be equated in the applicable acquisition agreement as are material to the Applicable Rate for purposes interests of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be requiredLenders, but only to the extent an increase in that the interest rate floor in Borrower or any Subsidiary Guarantor has the applicable Term Loans would cause an increase in right to terminate the interest rate then in effect thereunder, and obligations of the Borrower or any Subsidiary Guarantor under such acquisition agreement or not consummate such acquisition as a result of the inaccuracy of such representations or warranties in such case the interest rate floor acquisition agreement) and 4.2(b) (but provided that, if such extension of credit is used to finance a Permitted Acquisition, then such Incremental Term Lenders or Incremental Revolving Lender, as applicable, may agree that Section 4.2(b) shall not the Applicable Rate apply to such extension of credit (unless the Borrower elects in its sole discretionDefault or Event of Default arises from Section 7(a) applicable to the applicable Term Loans or (f))) shall be increased satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer, (ii) the extent Borrower would be in compliance with the covenants set forth in Section 6.1 and the Consolidated Senior Secured Leverage Ratio would be less than or equal to 4.00 to 1.00 as of the most recently completed Fiscal Quarter ending prior to such differential between interest rate floors; providedtransaction for which the financial statements and certificates required by Sections 5.1 and 5.2(a) have been delivered, further, that if after giving effect to such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, Commitments transaction and to any other event occurring after such period as applicable, or does not include an interest rate floor and, to which pro forma recalculation is appropriate as if such events had occurred as of the first day of such period, and assuming that (X) the Incremental Revolving Commitments to be incurred on such date are fully drawn and (Y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans borrowed on such date are not netted from Consolidated Total Debt for purposes of calculating such Consolidated Senior Secured Leverage Ratio, (iii) except as otherwise specified in the applicable Incremental Assumption Agreement, the Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Restatement Funding Date under Section 4.1, (iv) the Administrative Agent and each applicable Lender shall have received all fees and expenses owed in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment and (v) the terms and documentation in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment, to the extent not consistent with this Agreement, shall be reasonably satisfactory to the Administrative Agent. (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans (other than Other Term Loans), when originally made, are included in each borrowing hereunder of outstanding Tranche B-4-5 Term Loans on a pro rata basis. This may be accomplished by requiring each outstanding borrowing of the Tranche B-4-5 Term Loans that are SOFR Loans to be converted into Base Rate Loans on the date of each Incremental Term Loan, or by allocating a portion of each Incremental Term Loan to each outstanding borrowing of Tranche B-4-5 Term Loans that are SOFR Loans on a pro rata basis. Any conversion of Tranche B-4-5 Term Loans that are SOFR Loans to Base Rate Loans required by the preceding sentence shall not be subject to Section 2.19. If any Incremental Term Loan is to be allocated to an existing Interest Period for a borrowing of Tranche B-4-5 Term Loans that are SOFR Loans, then the interest rate thereon for such Interest Period and the other economic consequences thereof shall be as set forth in the applicable Incremental Term Loan Assumption Agreement. In addition, to the extent any Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro not Other Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization paymentpayments under Section 2.3(a) required to be made after the making of such Incremental Term Loans shall be made ratably increased by the aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis with to the extent necessary to avoid any reduction in the amortization payments to which the Tranche B-4-5 Term Lenders were entitled before such existing applicable Term Loansrecalculation. (e) The Loans and Commitments extended or established pursuant to this Section 2.32 shall constitute Loans and Commitments under, except and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Borrower Lien and security interests granted by the lenders providing Security Documents continue to be perfected under the relevant Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments. (f) On any Increased Amount Date on which Incremental Term Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Credit Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Credit Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Credit Loans outstanding on such Increased Amount Date as shall be permittednecessary in order that, after giving effect to all such assignments and purchases, such Revolving Credit Loans will be held by existing Revolving Credit Lenders and Incremental Revolving Lenders ratably in accordance with their sole discretionRevolving Credit Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments, to elect to prepay or receive(b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Credit Commitment and each Loan made thereunder shall be deemed, as applicablefor all purposes, any such prepayment on a less than pro rata basis Revolving Credit Loan and (but not on c) each Incremental Revolving Lender shall become a greater than pro rata basis (other than Lender with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms Revolving Commitment and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansall matters relating thereto. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party Borrowers may at any time or from time to time (on one or more occasions) after the Closing Date, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Commitments of any Class (each such increase, an “Incremental RC Facility Commitment Increase”) or and (iiiii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment Increases, the “Incremental Facilities”); provided that at the time of incurrence of any such Incremental Facility (or, in the case of a “last-out” Incremental Facility the proceeds of which are to be used to consummate a Limited Condition Transaction, at the applicable time of determination in accordance with Section 1.09(a)), (A) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuingcontinuing and (B) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects at such time (subject, in the case of any “last-out” Incremental Facility the proceeds of which are to be used to consummate a Limited Condition Transaction, to customary “Sungard” or “certain funds” limitations); provided that, to the extent that such representations and warranties specifically refer to an earlier time, they shall be true and correct in all material respects as of such earlier time. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Lead Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (ib) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans[Reserved]. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility Commitments being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility LendersLenders of such Class of Commitments)). (ii) Any Additional/Replacement Commitments shall be permitted solely to the extent constituting a “last-out” tranche (which may be in the form of term loans), and may have terms customary for such tranches as determined by the Lead Borrower in good faith, and in any event (A) shall not mature earlier than the then-existing Latest Maturity Date and shall require no amortization or mandatory commitment reduction prior to the then-existing Latest Maturity Date, (B) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, facility fees (or undrawn commitment fees), funding discounts, original issue discounts, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrowers and the lenders of such commitments, (C) subject to clause (A) above, shall contain borrowing, repayment and termination of Commitment mechanics and procedures as determined by the Borrowers and the lenders of such commitments and acceptable to the Administrative Agent (such acceptance not to be unreasonably withheld, conditioned or delayed), (D) with respect to the “waterfall” provisions thereof governing the repayment of such Additional/Replacement Commitments, shall be reasonably acceptable to the Administrative Agent (such acceptance not to be unreasonably withheld, conditioned or delayed) and (E) may otherwise have terms and conditions different from those of any existing Class (including currency denomination).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at At any time or from time prior to time (on one or more occasions) after the Closing Maturity Date, pursuant the Company may by written notice to an Incremental Facility Amendment (i) add one or more additional Classes the Administrative Agent elect to request the establishment of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Commitments of any Class (each such increase, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment Increases, the “Incremental FacilitiesCommitment”); provided that at (x) the applicable time of determination in accordance with Section 1.09(a) with respect to any total aggregate amount for all such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything Commitments pursuant to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time this Section 2.16(a) shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence 250,000,000 and (y) any such the total aggregate amount for each Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in DollarsCommitment) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than a minimum principal amount of $20,000,000 (or such lesser amount to which the Effective Yield with respect Administrative Agent may agree). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Company proposes that any Incremental Commitment shall be effective, which shall be a date not less than ten Business Days after the date on which such notice is delivered to Administrative Agent. The Company may invite any Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably satisfactory to the Administrative Agent and the L/C Issuer, to provide an Incremental Commitment (any such Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to provide all or a portion of any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment. Any Incremental Commitment shall become effective as of such Increased Amount Date; provided that: (A) the Administrative Agent shall have received a certificate dated the Increased Amount Date and signed by a Responsible Officer of the Company certifying that the conditions specified in Sections 4.02(a) and (b) are satisfied relative to such Credit Extension or Incremental Term Loans denominated Commitment; (B) each Incremental Commitment shall constitute Obligations of the applicable Borrower(s) and shall share in the same currency minus 0.50% per annum guarantees and security, if any, supporting the other extensions of credit hereunder on a pari passu basis; (this proviso, the “MFN Protection”C) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor all terms (including pricing) and conditions applicable to any Incremental Commitment shall be the same as the terms and conditions applicable to the existing Loans; and (y) the outstanding Loans and Pro Rata Shares of L/C Obligations will be reallocated by the Administrative Agent on the applicable Increased Amount Date among the Revolving Credit Lenders (including the Incremental Lenders providing any Incremental Commitment) in accordance with their revised Pro Rata Shares (and the Revolving Credit Lenders (including the Incremental Lenders providing any Incremental Commitment) agree to make all payments and adjustments necessary to effect such Eurocurrency Ratereallocation and the Company shall pay any and all costs required pursuant to Section 3.05 in connection with such reallocation as if such reallocation were a repayment); and (D) such Incremental Commitments shall be equated effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Company, the Administrative Agent and the applicable Incremental Lenders (which Lender Joinder Agreement may, without the consent of any other Lenders, and notwithstanding any provision of Section 11.01 to the Applicable Rate for purposes contrary, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of determining whether an increase the Administrative Agent, to effect the provisions of this Section 2.16), which amendments may include, without limitation, appropriate changes to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term definitions of “Loans”, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, “Commitments” and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN AdjustmentRequired Lenders”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower shall have the right, upon at least five Business Days’ prior written notice to the Administrative Agent, to increase the Aggregate Revolving Commitments hereunder, establish new or any Subsidiary additional incremental term loan commitments under the Term Loan Party may or establish new or additional term loans hereunder at any time or from time to time (on one or more occasions) after the Closing Date, pursuant subject, however, in any such case, to an Incremental Facility Amendment satisfaction of the following conditions precedent: (i) add the aggregate amount of all such increases during the term of this Agreement after the Amendment No. 1 Effective Date shall not exceed $50,000,000; (ii) no Default or Event of Default shall exist immediately before or immediately after giving effect to such increase on a Pro Forma Basis (assuming for purposes hereof, that the entire amount of Revolving Commitments, as increased, is fully drawn and funded); (iii) the establishment of the incremental commitments and the extension of credit thereunder are subject to satisfaction of the conditions to all Credit Extensions in Section 5.02; (iv) such increase shall be in a minimum amount of $10 million and integral multiples of $1 million in excess thereof (or such lesser amounts as the Administrative Agent may agree); (v) such increase shall be effective only upon receipt by the Administrative Agent of (x) additional Commitments in a corresponding amount of such requested increase from either existing Lenders and/or one or more banks and other financial institutions that qualify as Eligible Assignees (it being understood and agreed that no existing Lender shall be required to provide an additional Classes Commitment) and (y) documentation from each bank and financial institution providing an additional Commitment evidencing its additional Commitment and its obligations under this Agreement in form and substance reasonably acceptable to the Administrative Agent; (vi) the Administrative Agent shall have received all documents (including resolutions of term the board of directors of the Borrower and the Guarantors) it may reasonably request relating to the corporate or other necessary authority for such increase and the validity of such increase and any other matters relevant thereto, all in form and substance reasonably satisfactory to the Administrative Agent; (vii) the Borrower shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such increase on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 8.11 as of the end of the period of the four fiscal quarters most recently ended for which the Borrower has delivered financial statements pursuant to Section 7.01(a) and (b); (viii) if any Eurodollar Rate Loans are outstanding at the time of such increase, the Borrower shall prepay such Eurodollar Rate Loans or convert such Eurodollar Rate Loans to Base Rate Loans (such prepayment or conversion to be subject to Section 3.05) as necessary to give effect to the revised commitment amounts and percentages; (ix) if any Loans are outstanding at the time of any such increase in loans or additional term loans commitments, payments and adjustments will be made among the Lenders as necessary to give effect to the revised commitment amounts and percentages; (x) in the case of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Term Loan or another term loan established hereunder after the first principal amortization payment date, adjustments will be made to the schedule of amortization payment, as appropriate, to give effect thereto such that payments of principal, interest and other amounts will be made on the same basis as for the underlying term loan and the principal amortization payments made to the holders of the existing underlying term loan will be not less than that which was payable prior to giving effect to the incremental term loan; (xi) any term loan established hereunder will have a final maturity date that is coterminous with or later than the final maturity date for the Term Loan and an average life-to-maturity on the date of issuance longer than the average life-to-maturity for the Term Loan; (xii) any new Lender providing loans and commitments must be reasonably acceptable to the L/C Issuer and the Swing Line Lender; and (xiii) lenders providing loans and commitments for such increase in the Aggregate Revolving Commitments will provide a Lender Joinder Agreement and such other agreements reasonably acceptable to the Administrative Agent. In connection with establishment of any Class such incremental loans or commitments hereunder, (each such increase, an “Incremental RC Facility Commitment Increase”1) none of the Lenders or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment Increases, the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default their affiliates shall have occurred and be continuing. Notwithstanding anything any obligation to the contrary herein, the aggregate principal amount provide any of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount incremental loans or commitments without their prior written approval, (as applicable2) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and neither the Administrative Agent otherwise agree); provided that nor any of the principal amount may be less than Arrangers shall have any responsibility for arranging the incremental loans or commitments without their prior written consent and subject to such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loansconditions, including fee arrangements, as applicable, they may provide in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) connection therewith and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x3) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall Schedule 2.01 will be deemed to be 0.00% in revised to reflect the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term LoansLenders, as applicableloans, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a commitments and pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, shares or percentages after giving effect to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansestablishment thereof. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or from time to time (on one or more occasions) after the Closing Effective Date, pursuant other than during the Amendment No. 3 Trigger Period, by written notice delivered to an Incremental Facility Amendment the Administrative Agent request (i) add one or more additional Classes of term loans or additional term loans of the same Class as of any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), (ii) add one or more increases in the amount of the RC Facility Revolving Commitments of any Class (each such increase, an “Incremental RC Facility Revolving Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Revolving Commitments,” and, together with the Incremental Term Loans and the Incremental RC Facility Revolving Commitment Increases, the “Incremental Facilities”)) from any Additional Lender; provided that that, subject to Section 1.04(c) in the case of Incremental Facilities incurred to finance a Limited Condition Transaction, after giving effect to the effectiveness of any Incremental Facility Amendment referred to below and at the applicable time of determination in accordance with Section 1.09(a) with respect to that any such Incremental FacilityTerm Loan, Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitment is made or effected, (a) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (or in all respects if qualified by materiality) on and as of the date of such Limited Condition Transaction and (b) no Specified Event of Default shall have occurred and be continuingcontinuing (except, in the case of the incurrence or provision of any Incremental Facility in connection with a Permitted Acquisition or other Investment not prohibited by the terms of this Agreement, which shall be subject to no Event of Default under clause (a), (b), (h) or (i) of Section 7.01). Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 5,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof if such Incremental Facilities are denominated in dollars (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal such amount may be less than such amount or integral multiple $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any The Incremental Facility Term Loans (i) to the extent secured, shall rank pari passu with any then-existing Class of Loans, as applicable, equal in or junior to right of payment and/or security and no Incremental Facility with the Term Loans, shall be secured only by any assets other than the Collateral securing the Secured Obligations and shall not only be guaranteed by any Person which is not a the Loan PartyParties, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Term Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof Date, (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currencyiii) (other than, except in the case of this clause (ii), with respect to any customary bridge loan facility the terms an amount of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Incremental Term Loans denominated elected by the Borrower in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower)50.0% of Consolidated EBITDA, the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses clause (ii) and (iii)), an amortization schedule (subject to clause (iii)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount discounts and prepayment terms and premiums for the Incremental Term Loans as determined by the Borrower and the lenders of the applicable Incremental Term FacilitiesLoans; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such any Incremental Term Loans that (1) are not junior to the Term Loans in terms of security or right of payment (including as a result of being a “last out facility”) or unsecured and (2) have a stated maturity date less than one year after the Term Maturity Date is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.500.75% per annum, then the Applicable Rate Effective Yield for such Initial Dollar the Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar the Term Loans or Initial Euro Term Loans, as applicable, shall not be less than are equal to the Effective Yield with respect for the Incremental Term Loans minus 0.75% per annum (provided that, to the extent any portion of the Effective Yield differential is attributable to a higher “LIBOR floor” being applicable to such Incremental Term Loans denominated Loans, such floor shall only be included in the same currency minus 0.50% per annum (this proviso, calculation of such differential to the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and extent such floor is greater than the applicable Eurocurrency Adjusted LIBO Rate in effect for a three-month an Interest Period of three months’ duration at such time, then and, with respect to such excess, the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) “LIBOR floor” applicable to the applicable outstanding Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, or does amount not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, to exceed the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential (which shall be deemed to be 0.00% in the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an prior to any increase to in the Applicable Rate under the Initial Dollar applicable to such Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)then outstanding); (v) any mandatory prepayment (other than any scheduled amortization payment) of provided further that the Incremental Term Loans shall be made may participate on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than a pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for basis) in any Refinancing Amendment and/or Loan Modification Order)) mandatory repayments or prepayments hereunder and (viv) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii) and (iv) above, any differences shall be reasonably satisfactory to the Borrower Administrative Agent (except for covenants and other provisions applicable only to the lenders providing periods after the Latest Maturity Date at the time such Incremental Term LoansLoans are incurred) and (y) the documentation governing any Incremental Term Loans may include a financial maintenance covenant, it being understood that, to the extent that any financial maintenance covenant is added for the benefit of any Incremental Term Loan, no consent shall be required from the Administrative Agent or any of the Term Lenders to the extent that such financial maintenance covenant is (1) also added for the benefit of any existing Loans and Commitments or (2) only applicable after the Latest Maturity Date. (cii) (i) Any The Incremental RC Facility Revolving Commitment Increase shall be treated the same as the Class of RC Facility Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Revolving Credit Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Revolving Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) fees on the Class of RC Facility Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Revolving Commitment Increase (without any requirement to pay such fees to any existing RC Revolving Lenders)) but shall not have “superpriority” status. (iii) The Additional/Replacement Revolving Commitments (i) shall rank equal or junior in right of payment with the Revolving Loans (subject to Section 2.09(f)), shall be unsecured or secured only by the Collateral securing the Secured Obligations and shall only be guaranteed by the Loan Parties, (ii) shall not mature earlier than the Revolving Maturity Date and shall require no mandatory commitment reduction prior to the Revolving Maturity Date, (iii) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrower and the lenders of such commitments, (iv) shall contain borrowing, repayment and termination of Commitment procedures as determined by the Borrower and the lenders of such commitments, (v) may include provisions relating to letters of credit, as applicable, issued thereunder, which issuances shall be on terms substantially similar (except for the overall size of such subfacilities, the fees payable in connection therewith and the identity of the letter of credit issuer, as applicable, which shall be determined by the Borrower, the lenders of such commitments and the applicable letter of credit issuers and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Facility LendersAmendment) to the terms relating to the Letters of Credit with respect to the applicable Class of Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (vi) may otherwise have terms and conditions different from those of the Revolving Credit Facility (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent (except for covenants and other provisions applicable only to the periods after the Latest Maturity Date) and (y) the documentation governing any Additional/Replacement Revolving Commitments may include financial maintenance covenant so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such financial maintenance covenant for the benefit of each facility (provided, further, however, that, if the applicable new financial maintenance covenant is a “springing” financial maintenance covenant for the benefit of such revolving credit facility or covenant only applicable to, or for the benefit of, a revolving credit facility, such financial maintenance covenant shall be automatically included in this Agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder)). (c) Each notice from Holdings or the Borrower pursuant to this Section 2.20 shall be given in writing and shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Revolving Commitment Increases or Additional/Replacement Revolving Commitments. (d) Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. Incremental Term Loans and loans under Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, subject to Section 2.14(c), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.20 (including, in connection with an Incremental Revolving Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders). The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments for any purpose not prohibited by this Agreement. (e) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at any time or may, by written notice to the Administrative Agent from time to time request (on A) Incremental Term Loan Commitments, and/or (B) Incremental Revolving Commitments by increasing the Total Revolving Credit Commitments, from one or more occasions) after Incremental Term Lenders and/or Incremental Revolving Lenders, all of which must meet the Closing Date, pursuant to an Incremental Facility Amendment requirements for assignees under Section 9.6(d). Such notice shall set forth (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, Loan Commitments or Incremental Revolving Commitments being requested (which shall be in minimum increments of $5,000,000 and together with any Incremental Term Facility, the “Incremental Term Loans”a minimum amount of $10,000,000), (ii) add one the date on which such Incremental Term Loan Commitments or Incremental Revolving Commitments are requested to become effective (which shall not be less than 10 Business Days nor more increases in than 60 days after the amount date of such notice) (the RC Facility Commitments of any Class (each such increase“Increased Amount Date”), an “Incremental RC Facility Commitment Increase”) or and (iii) add one with respect to Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make additional Tranche B-4 Term Loans or more additional Classes commitments to make term loans with terms different from the Tranche B-4 Term Loans, including, for the avoidance of revolving credit facility commitments doubt, tranche A term loans (such other term loans, the “Additional/Replacement RC Facility Commitments” andOther Term Loans”). (b) The Borrower may seek Incremental Term Loan Commitments or Incremental Revolving Commitments from existing Lenders (each of which shall be entitled to agree or decline to participate in its sole discretion) and additional banks, together financial institutions and other institutional lenders who will become Incremental Term Lenders or Incremental Revolving Lenders in connection therewith. The Borrower and each Incremental Term Lender or Incremental Revolving Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loan Commitment or Incremental Revolving Commitments of each Incremental Term Lender or Incremental Revolving Lender. The terms and provisions of any Incremental Term Loans that are additional Tranche B-4 Term Loans shall be identical to those of the Tranche B-4 Term Loans on the ThirdFourth Amendment Effective Date. The terms and provisions of any Incremental Revolving Loans and Incremental Revolving Commitments shall be identical to those of the Revolving Credit Loans and Revolving Credit Commitments made on the Closing Date. The terms and provisions of the Other Term Loans shall be identical to those of the Tranche B-4 Term Loans, as applicable, except as otherwise set forth herein or in the Incremental Assumption Agreement, and any such terms not consistent with those of such applicable Loans, shall be reasonably satisfactory to the Administrative Agent (provided that, notwithstanding anything to the contrary contained herein or in any other Loan Document, the Incremental Term Loans and Incremental Revolving Loans shall constitute Obligations hereunder and shall be secured by the Incremental RC Facility Commitment Increases, Collateral on a pari passu basis with all other Obligations). Without the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything to the contrary herein, the aggregate principal amount prior written consent of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above.Required Lenders: (i) Any Incremental Facility except with respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the final maturity date of any Other Term Loans shall rank pari passu be no earlier than the Latest Maturity Date, (ii) except with any then-existing Class respect to Other Term Loans that contain provisions customarily applicable to tranche A term loans, the Weighted Average Life to Maturity of Loans, as applicable, the Other Term Loans shall be no shorter than the Weighted Average Life to Maturity of the Tranche of Term Loans hereunder which has the longest Weighted Average Life to Maturity, (iii) the obligations of the Borrower and its Subsidiaries in right respect of payment and/or security and no Incremental Facility the Other Term Loans shall not be secured by any property or assets of the Borrower or any of its Subsidiaries other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) Subsidiaries of the Borrower other than the Subsidiary Guarantors, (iv) the Other Term Loans shall not receive mandatory prepayments in excess of their ratable share hereunder in accordance with Section 2.10(d), (v) in connection with Other Term Loans that are incurred prior to the twenty four-month anniversary of the Third Amendment Effective Date and contain provisions customarily applicable to Tranche B term loans, if the initial All-In Yield of such Other Term Loans exceeds the All-In Yield for the Tranche B-4 Term Loans that are Eurodollar Loans by more than 50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Yield Differential”), then the Applicable Margin then in effect for Tranche B-4 Term Loans shall automatically be increased by the Yield Differential, effective upon the making of the Other Term Loans; provided, further, that this clause (viv) shall not apply to Other Term Loans that are incurred to finance, in whole or in part, a Transformative Acquisition, and (vi) with respect to an aggregate principal amount at any time outstanding not Other Term Loans that contain provisions customarily applicable to exceed tranche A term loans, the pricing of Other Term Loans may be subject to “most favored nations” provisions if and to the extent set forth in the Incremental Maturity Limitation Excluded Amount Assumption Agreement for such tranche of Other Term Loans, The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be deemed amended to the extent (as selected by but only to the Borrower), extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitment or the Incremental Revolving Commitments and the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of Incremental Revolving Loans evidenced thereby, and the then-existing Initial Dollar Term Loans for any Administrative Agent and the Borrower may revise this Agreement to evidence such amendments. (c) Notwithstanding the foregoing, no Incremental Term Loan established as Commitment or Incremental Revolving Commitment shall become effective under this Section 2.32 unless on the first date of its type for any other currencysuch effectiveness, (i) the conditions set forth in Section 4.2(a) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, if such extension of credit is used to finance a Permitted Acquisition, then the only representations and warranties that will be required to be true and correct in all material respects as a condition to funding on the case applicable extension of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the credit date that is 24 months after the Closing Date (other than shall be (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor Specified Representations and (y) such Eurocurrency Rateof the representations and warranties made by or on behalf of the applicable acquired company or business (or the seller thereof) shall be equated in the applicable acquisition agreement as are material to the Applicable Rate for purposes interests of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be requiredLenders, but only to the extent an increase in that the interest rate floor in Borrower or any Subsidiary Guarantor has the applicable Term Loans would cause an increase in right to terminate the interest rate then in effect thereunder, and obligations of the Borrower or any Subsidiary Guarantor under such acquisition agreement or not consummate such acquisition as a result of the inaccuracy of such representations or warranties in such case the interest rate floor acquisition agreement) and 4.2(b) (but provided that, if such extension of credit is used to finance a Permitted Acquisition, then such Incremental Term Lenders or Incremental Revolving Lender, as applicable, may agree that Section 4.2(b) shall not the Applicable Rate apply to such extension of credit (unless the Borrower elects in its sole discretionDefault or Event of Default arises from Section 7(a) applicable to the applicable Term Loans or (f))) shall be increased satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer, (ii) the extent Borrower would be in compliance with the covenants set forth in Section 6.1 and the Consolidated Senior Secured Leverage Ratio would be less than or equal to 4.00 to 1.00 as of the most recently completed Fiscal Quarter ending prior to such differential between interest rate floors; providedtransaction for which the financial statements and certificates required by Sections 5.1 and 5.2(a) have been delivered, further, that if after giving effect to such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, Commitments transaction and to any other event occurring after such period as applicable, or does not include an interest rate floor and, to which pro forma recalculation is appropriate as if such events had occurred as of the date first day of such period, and assuming that (X) the Incremental Revolving Commitments are fully drawn and (Y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans are incurrednot netted from Consolidated Total Debt for purposes of calculating such Consolidated Senior Secured Leverage Ratio, (iii) except as otherwise specified in the applicable Incremental Assumption Agreement, the “LIBOR floor” Administrative Agent shall have received (with sufficient copies for each of the Incremental Lenders) legal opinions, board resolutions and other closing certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Restatement Funding Date under Section 4.1, (iv) the Administrative Agent and each applicable Lender shall have received all fees and expenses owed in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment and (v) the terms and documentation in respect of such Incremental Term Loan Commitments or Incremental Revolving Commitment, to the applicable extent not consistent with this Agreement, shall be reasonably satisfactory to the Administrative Agent. (d) Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Borrower, take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans (other than Other Term Loans), when originally made, are included in each borrowing hereunder of outstanding Tranche B-4 Term Loans on a pro rata basis. This may be accomplished by requiring each outstanding borrowing of the Tranche B-4 Term Loans that are Eurodollar Loans to be converted into Base Rate Loans on the date of each Incremental Term Loan, or by allocating a portion of each Incremental Term Loan to each outstanding borrowing of Tranche B-4 Term Loans that are Eurodollar Loans on a pro rata basis. Any conversion of Tranche B-4 Term Loans that are Eurodollar Loans to Base Rate Loans required by the preceding sentence shall not be subject to Section 2.19. If any Incremental Term Loan is the basis to be allocated to an existing Interest Period for determining the Eurocurrency Ratea borrowing of Tranche B-4 Term Loans that are Eurodollar Loans, then the amount of interest rate thereon for such differential (which Interest Period and the other economic consequences thereof shall be deemed to be 0.00% as set forth in the case of applicable Incremental Term Loan Assumption Agreement. In addition, to the extent any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro are not Other Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization paymentpayments under Section 2.3(a) required to be made after the making of such Incremental Term Loans shall be made ratably increased by the aggregate principal amount of such Incremental Term Loans and shall be further increased for all Lenders on a pro rata basis with to the extent necessary to avoid any reduction in the amortization payments to which the Tranche B-4 Term Lenders were entitled before such existing applicable Term Loansrecalculation. (e) The Loans and Commitments extended or established pursuant to this Section 2.32 shall constitute Loans and Commitments under, except and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Borrower Lien and security interests granted by the lenders providing Security Documents continue to be perfected under the relevant Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments. (f) On any Increased Amount Date on which Incremental Term Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Revolving Credit Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Credit Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Credit Loans outstanding on such Increased Amount Date as shall be permittednecessary in order that, after giving effect to all such assignments and purchases, such Revolving Credit Loans will be held by existing Revolving Credit Lenders and Incremental Revolving Lenders ratably in accordance with their sole discretionRevolving Credit Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments, to elect to prepay or receive(b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Credit Commitment and each Loan made thereunder shall be deemed, as applicablefor all purposes, any such prepayment on a less than pro rata basis Revolving Credit Loan and (but not on c) each Incremental Revolving Lender shall become a greater than pro rata basis (other than Lender with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms Revolving Commitment and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansall matters relating thereto. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).

Incremental Loans and Commitments. (a) The Borrower or any Subsidiary Loan Party may at At any time or from time prior to time the Revolving Maturity Date, the Company may by written notice to the Administrative Agent elect to request the establishment of: (on i) one or more occasions) after the Closing Dateincremental term loan commitments (any such incremental term loan commitment, pursuant to an Incremental Facility Amendment (i) add one or more additional Classes of term loans or additional term loans of the same Class as any existing Class of term loans (an “Incremental Term FacilityLoan Commitment”) and/or increase the principal amount of the Term Loans by requesting new to make an incremental term loan commitments to be added to the Company (any such Loans (incremental term loan, an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term LoansLoan”), ; or (ii) add one or more increases in the amount of the RC Facility Commitments of any Class (each such increaseCommitments, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility CommitmentsRevolving Credit Commitment” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment IncreasesLoan Commitments, the “Incremental FacilitiesLoan Commitments”) to make incremental revolving credit loans (any such increase, an “Incremental Revolving Credit Increase” and, together with the Incremental Term Loan, the “Incremental Loans”); provided that at (x) the applicable time of determination in accordance with Section 1.09(a) with respect to any total aggregate amount for all such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything Loan Commitments pursuant to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time this Section 2.16(a) shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 and integral multiples of $1,000,000 or €750,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that the principal amount may be less than such amount or integral multiple if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) Any Incremental Facility shall rank pari passu with any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency outstanding at the time of incurrence thereof (or the earliest maturity date of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (ii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower and the lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence 250,000,000 and (y) any such the total aggregate amount for each Incremental Term Loan Commitment (and the Incremental Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollarsmade thereunder) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than a minimum principal amount of $20,000,000 (or such lesser amount to which the Effective Yield with respect to Administrative Agent may agree). Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Company proposes that any Incremental Loan Commitment shall be effective, which shall be a date not less than ten Business Days after the date on which such (1) in the case of each Incremental Term Loans denominated in Loan (the same currency minus 0.50% per annum terms of which shall be set forth the relevant Lender Joinder Agreement): (this proviso, the “MFN Protection”x) (provided, that if such Incremental Term Loan includes an interest rate floor greater will mature and amortize in a manner reasonably acceptable to the Administrative Agent, the Incremental Lenders making such Incremental Term Loan and the Company, but will not in any event have a maturity date earlier than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor Revolving Maturity Date; and (y) such Eurocurrency Rateexcept as provided in (x) above, except for mechanical and non-material changes deemed appropriate by the Administrative Agent to reflect the term rather than revolving nature of the Incremental Term Loan, and except for pricing terms, all terms and conditions applicable to any Incremental Term Loan shall be equated to the Applicable Rate for purposes of determining whether an increase to same as the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, terms and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) conditions applicable to the applicable Term Loans shall be increased to the extent of such differential between interest rate floors; provided, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro initial Term Loans, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential ; (which shall be deemed to be 0.00% 2) in the case of each Incremental Revolving Credit Increase (the terms of which shall be set forth in the relevant Lender Joinder Agreement): (x) all terms (including pricing) and conditions applicable to any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Revolving Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loans. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) terms and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable conditions applicable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).Revolving Credit Loans; and

Incremental Loans and Commitments. (a) The Borrower shall have the right, upon at least five Business Days’ prior written notice to the Administrative Agent, to increase the Aggregate Revolving Commitments (the “Incremental Revolving Commitments”) hereunder, or any Subsidiary Loan Party may establish new or additional term loans hereunder at any time or from time to time (on one or more occasions) after the Closing Date, pursuant subject, however, in any such case, to an Incremental Facility Amendment satisfaction of the following conditions precedent: (i) add one or more additional Classes after the Amendment No. 2 Effective Date, the aggregate amount of all such increases and incremental term loans or additional during the term loans of the same Class as any existing Class of term loans (an “Incremental Term Facility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, and together with any Incremental Term Facility, the “Incremental Term Loans”), this Agreement shall not exceed $250,000,000; (ii) add one no Default or more increases in the amount of the RC Facility Commitments of any Class (each such increase, an “Incremental RC Facility Commitment Increase”) or (iii) add one or more additional Classes of revolving credit facility commitments (the “Additional/Replacement RC Facility Commitments” and, together with the Incremental Term Loans and the Incremental RC Facility Commitment Increases, the “Incremental Facilities”); provided that at the applicable time of determination in accordance with Section 1.09(a) with respect to any such Incremental Facility, no Specified Event of Default shall have occurred and be continuing. Notwithstanding anything exist immediately before or immediately after giving effect to such increase or incremental term loans on a Pro Forma Basis (assuming for purposes hereof, that the contrary herein, the aggregate principal entire amount of Revolving Commitments, as increased, and any incremental term loans are fully drawn and funded); (iii) the Incremental Facilities that can be incurred at any time shall not exceed establishment of the Incremental Cap at incremental commitments or term loans and the extensions of credit thereunder are subject to satisfaction of the conditions to all Credit Extensions in Section 5.02; (iv) such time. Each Incremental Facility increase or incremental term loans shall be in a minimum principal amount (as applicable) of $10,000,000 or €8,000,000 10 million and integral multiples of $1,000,000 or €750,000 1 million in excess thereof (unless or such lesser amounts as the Administrative Agent may agree); (v) such increase or incremental term loans shall be effective only upon receipt by the Administrative Agent of (x) additional commitments in a corresponding amount of such requested increase or incremental term loans from either existing Lenders and/or one or more banks and other financial institutions that qualify as Eligible Assignees (it being understood and agreed that no existing Lender shall be required to provide an additional commitment) and (y) documentation from each bank and financial institution providing an additional commitment evidencing its additional commitment and its obligations under this Agreement in form and substance reasonably acceptable to the Administrative Agent; (vi) the Administrative Agent shall have received all documents (including resolutions of the board of directors of the Borrower and the Guarantors) it may reasonably request relating to the corporate or other necessary authority for such increase or incremental term loans and the validity of such increase or incremental term loans and any other matters relevant thereto, all in form and substance reasonably satisfactory to the Administrative Agent; (vii) the Borrower shall have delivered to the Administrative Agent otherwise agree); provided that a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such increase or incremental term loans on a Pro Forma Basis, the principal amount may Loan Parties would be less than such amount or integral multiple if such amount represents all in compliance with the remaining availability under the aggregate principal amount of Incremental Facilities financial covenants set forth above.in Section 8.11 as of the end of the period of the four fiscal quarters most recently ended for which the Borrower has delivered financial statements pursuant to Section 7.01(a) and (b); (iviii) Any Incremental Facility shall rank pari passu with if any then-existing Class of Loans, as applicable, in right of payment and/or security and no Incremental Facility shall be secured by any assets other than the Collateral securing the Secured Obligations and shall not be guaranteed by any Person which is not a Loan Party, (ii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term SOFR Loans shall not mature earlier than the Latest Maturity Date of the Initial Term Loans denominated in the same currency are outstanding at the time of incurrence thereof such increase, the Borrower shall prepay such Term SOFR Loans or convert such Term SOFR Loans to Base Rate Loans (such prepayment or conversion to be subject to Section 3.05) as necessary to give effect to the earliest maturity date revised commitment amounts and percentages; (ix) if any Loans are outstanding at the time of any such increase in loans or commitments, payments and adjustments will be made among the then-existing Initial Dollar Term Loans for any Incremental Term Loan established Lenders as necessary to give effect to the first of its type for any other currencyrevised commitment amounts and percentages; (x) (other than, in the case of this clause (ii)an incremental term loan established hereunder after the first principal amortization payment date of another term loan, with respect adjustments will be made to any customary bridge the schedule of amortization payment, as appropriate, to give effect thereto such that payments of principal, interest and other amounts will be made on the same basis as for the underlying term loan facility and the terms of which provide for an automatic extension principal amortization payments made to the holders of the existing underlying term loan will be not less than that which was payable prior to giving effect to such incremental term loan; (xi) any term loan established hereunder will have a final maturity date thereof, subject to customary conditions, to a date that is not earlier coterminous with or later than such Latest the Maturity Date applicable and an average life-to-maturity on the date of issuance longer than the average life-to-maturity for any existing term loan; (xii) any new Lender providing loans and commitments must be reasonably acceptable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iii) other than with respect to an aggregate principal amount at any time outstanding not to exceed the Incremental Maturity Limitation Excluded Amount (as selected by the Borrower), the Incremental Term Loans shall not have a shorter Weighted Average Life to Maturity than the then-remaining Weighted Average Life to Maturity of the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans (or the then-remaining shortest Weighted Average Life to Maturity of the then-existing Initial Dollar Term Loans for any Incremental Term Loan established as the first of its type for any other currency) (other than, in the case of this clause (iii), with respect to any customary bridge loan facility the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than such Latest Maturity Date applicable to the then-existing Initial Term Loans denominated in the same currency as such Incremental Term Loans), (iv) the Incremental Term Facilities shall have a currency, a maturity date (subject to clauses (ii) and (iii)), an amortization schedule (subject to clause (iii)), interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, AHYDO Catch-Up Payments, funding discounts, original issue discount and prepayment terms and premiums as determined by the Borrower L/C Issuer and the Swing Line Lender; and (xiii) lenders of the applicable Incremental Term Facilities; provided that, in the case of any term loan “B” Incremental Term Loans denominated in Dollars or Euros incurred after the Closing Date providing loans and prior to the date that is 24 months after the Closing Date (other than (x) any such Incremental Term Loans that are scheduled to mature on or after the date that is two years after the earliest maturity date of the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, in effect at the time of such incurrence and (y) any such Incremental Term Loans in an aggregate principal amount up to the greater of $550,000,000 and 33.75% of Consolidated EBITDA as of the most recently ended Test Period (as selected by the Borrower)), in the event that the Effective Yield commitments for such Incremental Term Loans is greater than the Effective Yield for the Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars) incremental term loans or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros), as applicable, by more than 0.50% per annum, then the Applicable Rate for such Initial Dollar Term Loans (in respect of Incremental Term Loans denominated in Dollars exceeding such Effective Yield threshold) or Initial Euro Term Loans (in respect of Incremental Term Loans denominated in Euros exceeding such Effective Yield threshold), as applicable, shall be increased to the extent necessary so that the Effective Yield for such Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall not be less than the Effective Yield with respect to such Incremental Term Loans denominated in the same currency minus 0.50% per annum (this proviso, the “MFN Protection”) (provided, that if such Incremental Term Loan includes an interest rate floor greater than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, and such floor is greater than the applicable Eurocurrency Rate for a three-month Interest Period at such time, then the amount of such differential (in excess of the greater of (x) such floor and (y) such Eurocurrency Rate) shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term Loans, as applicable, shall be required, but only to the extent an increase in the interest rate floor in the applicable Term Loans would cause an increase in the interest rate then in effect thereunder, Aggregate Revolving Commitments will provide a Lender Joinder Agreement and in such case the interest rate floor (but not the Applicable Rate unless the Borrower elects in its sole discretion) applicable other agreements reasonably acceptable to the applicable Term Loans Administrative Agent. In connection with establishment of any such incremental loans or commitments hereunder, (1) none of the Lenders or their affiliates shall be increased have any obligation to provide any of the extent incremental loans or commitments without their prior written consent, (2) neither the Administrative Agent nor any of the Arrangers shall have any responsibility for arranging the incremental loans or commitments without their prior written consent and subject to such differential between interest rate floors; providedconditions, further, that if such Incremental Term Loan includes an interest rate floor lower than the applicable interest rate floor under the Initial Dollar Term Loans or Initial Euro Term Loansincluding fee arrangements, as applicable, or does not include an interest rate floor and, as of the date such Incremental Term Loans are incurred, the “LIBOR floor” with respect to the applicable Term Loans is the basis for determining the Eurocurrency Rate, then the amount of such differential they may provide in connection therewith and (which shall 3) Schedule 2.01 will be deemed to be 0.00% in revised to reflect the case of any Incremental Term Loans without an interest rate floor) shall reduce the Applicable Rate with respect to such Incremental Term Loans for purposes of determining whether an increase to the Applicable Rate under the Initial Dollar Term Loans or Initial Euro Term LoansLenders, as applicableloans, shall be required (the “MFN Adjustment”)); (v) any mandatory prepayment (other than any scheduled amortization payment) of Incremental Term Loans shall be made on a commitments and pro rata basis with such existing applicable Term Loans, except that the Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, shares or percentages after giving effect to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis (other than with respect to Credit Agreement Refinancing Indebtedness or as provided for in any Refinancing Amendment and/or Loan Modification Order)) and (vi) the Incremental Term Loans may otherwise have terms and conditions different from those of the Term Loans as agreed between the Borrower and the lenders providing such Incremental Term Loansestablishment thereof. (c) (i) Any Incremental RC Facility Commitment Increase shall be treated the same as the Class of RC Facility Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of RC Facility being increased (it being understood that, if required to consummate an Incremental RC Facility Commitment Increase, the pricing, interest rate margins, rate floors and facility fees (or undrawn commitment fees) on the Class of RC Facility Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental RC Facility Commitment Increase (without any requirement to pay such fees to any existing RC Facility Lenders)).