Common use of Initial Term Loan Clause in Contracts

Initial Term Loan. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Initial Term Loan Lender severally agrees to make available to the Company and the Subsidiary Borrowers (as directed by the Company) (through the Administrative Agent) on the Effective Date such Initial Term Loan Lender’s Initial Term Loan Commitment Percentage of a term loan in Dollars (the “Initial Term Loan”) in the aggregate principal amount of SIX HUNDRED SEVENTY MILLION DOLLARS ($670,000,000) (the “Initial Term Loan Committed Amount”) for the purposes hereinafter set forth. Upon receipt by the Administrative Agent of the proceeds of the Initial Term Loan, such proceeds will then be made available to the Company and the applicable Subsidiary Borrower by the Administrative Agent by crediting the account of the Company on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the Company). The Initial Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate Loans, or a combination thereof, as the Company may request; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan may only consist of Alternate Base Rate Loans unless the Company delivers a funding indemnity letter reasonably acceptable to the Administrative Agent not less than three (3) Business Days prior to the Effective Date. Amounts repaid or prepaid on the Initial Term Loan may not be reborrowed.

Initial Term Loan. (i) Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Initial Term Loan Lender severally severally, but not jointly, agrees to make available to the Company and the Subsidiary Borrowers (as directed by the Company) Borrower (through the Administrative Agent) on the Effective Closing Date such Initial Term Loan Lender’s Initial Term Loan Commitment Percentage of a term loan in Dollars (the “Initial Term Loan”) in the aggregate principal amount of SIX SEVENTY-TWO MILLION ONE HUNDRED SEVENTY MILLION EIGHTY-SEVEN THOUSAND FIVE HUNDRED DOLLARS ($670,000,00072,187,500) (the “Initial Term Loan Committed Amount”) for the purposes hereinafter set forthforth (such facility, the “Initial Term Loan Facility”). Upon receipt by the Administrative Agent of the proceeds of the Initial Term Loan, such proceeds will then be made available to the Company and the applicable Subsidiary Borrower by the Administrative Agent by crediting the account of the Company Borrower on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the CompanyBorrower). The Initial Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate Loans, or a combination thereof, as the Company Borrower may requestrequest in the Notice of Borrowing delivered to the Administrative Agent prior to the Closing Date; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan made on the Closing Date may only consist of Alternate Base Rate Loans unless the Company Borrower delivers a funding indemnity letter letter, substantially in the form of Exhibit 2.1(a), reasonably acceptable to the Administrative Agent not less than three (3) Business Days prior to the Effective Closing Date. LIBOR Rate Loans shall be made by each Initial Term Loan Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office. Amounts repaid or prepaid on the Initial Term Loan Loans may not be reborrowed.

Initial Term Loan. (i) Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Initial Term Loan Lender severally severally, but not jointly, agrees to make available to the Company and the Subsidiary Borrowers (as directed by the Company) Borrower (through the Administrative Agent) on the Effective Closing Date such Initial Term Loan Lender’s Initial Term Loan Commitment Percentage of a term loan in Dollars (the “Initial Term Loan”) in the aggregate principal amount of SIX THREE HUNDRED SEVENTY MILLION DOLLARS ($670,000,000300,000,000) (the “Initial Term Loan Committed Amount”) for the purposes hereinafter set forthforth (such facility, the “Initial Term Loan Facility”). Upon receipt by the Administrative Agent of the proceeds of the Initial Term Loan, such proceeds will then be made available to the Company and the applicable Subsidiary Borrower by the Administrative Agent by crediting the account of the Company Borrower on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the CompanyBorrower). The Initial Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate Loans, or a combination thereof, as the Company Borrower may requestrequest in the Notice of Borrowing delivered to the Administrative Agent prior to the Closing Date; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan made on the Closing Date may only consist of Alternate Base Rate Loans unless the Company Borrower delivers a funding indemnity letter letter, substantially in the form of Exhibit 2.1(a), reasonably acceptable to the Administrative Agent not less than three one (31) Business Days Day prior to the Effective Closing Date. LIBOR Rate Loans shall be made by each Initial Term Loan Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office. Amounts repaid or prepaid on the Initial Term Loan Loans may not be reborrowed.

Initial Term Loan. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Initial Lender with a Term Loan Lender severally Commitment severally, but not jointly, agrees to make available to the Company and the Subsidiary Borrowers (as directed by the Company) Borrower (through the Administrative Agent) on the Effective Closing Date such Initial Term Loan Lender’s Initial Term Loan Commitment Percentage of a term loan in Dollars (the “Initial Term Loan”) in the aggregate principal amount of SIX HUNDRED SEVENTY FIFTY MILLION DOLLARS ($670,000,00050,000,000) (the “Initial Term Loan Committed Amount”) for the purposes hereinafter set forthforth (such facility, the “Initial Term Loan Facility”). Upon receipt by the Administrative Agent of the proceeds of the Initial Term Loan, such proceeds will then be made available to the Company and the applicable Subsidiary Borrower by the Administrative Agent by crediting the account of the Company Borrower on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the CompanyBorrower). The Initial Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate Loans, or a combination thereof, as the Company Borrower may requestrequest in the Notice of Borrowing delivered to the Administrative Agent prior to the Closing Date; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan made on the Closing Date may only consist of Alternate Base Rate Loans unless the Company Borrower delivers a funding indemnity letter letter, substantially in the form of Schedule 2.4(a), reasonably acceptable to the Administrative Agent not less than three (3) Business Days prior to the Effective Closing Date. LIBOR Rate Loans shall be made by each Term Loan Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office. Amounts repaid or prepaid on the Initial Term Loan may not be reborrowed.

Initial Term Loan. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Initial Term Loan Credit-Linked Lender severally agrees to make available to the Company and the Subsidiary Borrowers (as directed by the Company) (through the Administrative Agent) Agent on the Effective Closing Date such Initial Term Loan Credit-Linked Lender’s Initial Term Loan 's Credit-Linked Commitment Percentage of a term loan Term Loans in Dollars (the “Initial Term Loan”) in the aggregate principal amount of SIX HUNDRED SEVENTY TWENTY-FIVE MILLION DOLLARS ($670,000,00025,000,000) (as such amount may be increased by any Credit-Linked Purchase that is converted to Term Loans pursuant to Section 2.5(d)(ii), the “Initial "Term Loan Committed Amount”") for the purposes hereinafter set forth; provided, however, (i) with regard to each Credit-Linked Lender individually, the sum of such Credit-Linked Lender's Credit-Linked Commitment Percentage of the aggregate principal amount of the outstanding Term Loans plus outstanding Credit-Linked LOC Obligations shall not at any time exceed such Credit-Linked Lender's Credit-Linked Commitment and (ii) with regard to the Credit-Linked Lenders collectively, the sum of the aggregate principal amount of the outstanding Term Loans plus outstanding Credit-Linked LOC Obligations shall not at any time exceed the Credit-Linked Committed Amount then in effect. Upon receipt by the Administrative Agent of the proceeds of the Initial Term LoanLoan made on the Closing Date, such proceeds will then be made available to the Company and the applicable Subsidiary Borrower by the Administrative Agent by crediting the account of the Company Borrower on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Credit-Linked Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the CompanyBorrower). The Initial Each Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate Loans, or a combination thereof, as the Company Borrower may request; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan may only consist of Alternate Base Rate Loans unless the Company delivers a funding indemnity letter reasonably acceptable to the Administrative Agent not less than three (3) Business Days prior to the Effective Date. Amounts repaid or prepaid on the Initial any Term Loan may not be reborrowed. LIBOR Rate Loans shall be made by each Credit-Linked Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Initial Term Loan. Subject The Parent Borrower shall give the Administrative Agent an irrevocable Notice of Borrowing prior to 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan (provided that the Parent Borrower has delivered to the terms Administrative Agent a letter in form and conditions hereof and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in reliance upon the representations and warranties manner set forth hereinin Section 5.9 of this Agreement), of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof, (C) whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (D) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto. Upon receipt of such Notice of Borrowing from the Parent Borrower, the Administrative Agent shall promptly notify each Initial Term Loan Lender severally agrees to thereof. Not later than 1:00 p.m. on the Restatement Date, each Term Loan Lender will make available to the Company and Administrative Agent for the Subsidiary Borrowers account of the Parent Borrower (as directed by on behalf of the Company) (through Borrowers), at the Administrative Agent) on ’s Office in immediately available funds, the Effective Date amount of such Initial Term Loan Lender’s Initial to be made by such Term Loan Commitment Percentage of a term loan in Dollars (Lender on the “Initial Term Loan”) in the aggregate principal amount of SIX HUNDRED SEVENTY MILLION DOLLARS ($670,000,000) (the “Initial Term Loan Committed Amount”) for the purposes hereinafter set forthRestatement Date. Upon receipt by The Borrowers hereby irrevocably authorize the Administrative Agent of to disburse the proceeds of the Initial Term Loan, Loan in immediately available funds by wire transfer to such proceeds will then Person or Persons as may be made available to the Company and the applicable Subsidiary Borrower designated by the Administrative Agent by crediting the account of the Company on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate Parent Borrower in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the Company). The Initial Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate Loans, or a combination thereof, as the Company may request; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan may only consist of Alternate Base Rate Loans unless the Company delivers a funding indemnity letter reasonably acceptable to the Administrative Agent not less than three (3) Business Days prior to the Effective Date. Amounts repaid or prepaid on the Initial Term Loan may not be reborrowed.

Initial Term Loan. (i) Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Initial Term Loan Lender severally severally, but not jointly, agrees to make available to the Company and the Subsidiary Borrowers (as directed by the Company) Borrower (through the Administrative Agent) on the Effective Closing Date such Initial Term Loan Lender’s Initial Term Loan Commitment Percentage of a term loan in Dollars (the “Initial Term Loan”) in the aggregate principal amount of SIX THREE HUNDRED SEVENTY MILLION DOLLARS ($670,000,000300,000,000) (the “Initial Term Loan Committed Amount”) for the purposes hereinafter set forthforth (such facility, the “Initial Term Loan Facility”). Upon receipt by the Administrative Agent of the proceeds of the Initial Term Loan, such proceeds will then be made available to the Company and the applicable Subsidiary Borrower by the Administrative Agent by crediting the account of the Company Borrower on the books of the office of the Administrative Agent specified in Section 9.2, or at such other office as the Administrative Agent may designate in writing, with the aggregate of such proceeds made available to the Administrative Agent by the Initial Term Loan Lenders and in like funds as received by the Administrative Agent (or by crediting such other account(s) as directed by the CompanyBorrower). The Initial Term Loan may consist of Alternate Base Rate Loans or LIBOR Rate RateSOFR Loans, or a combination thereof, as the Company Borrower may requestrequest in the Notice of Borrowing delivered to the Administrative Agent prior to the Closing Date; provided, however, that on the Effective Date and on the three Business Days following the Effective Date, the Initial Term Loan made on the Closing Date may only consist of Alternate Base Rate Loans unless the Company Borrower delivers a funding indemnity letter letter, substantially in the form of Exhibit 2.1(a), reasonably acceptable to the Administrative Agent not less than three one (31) Business Days Day prior to the Effective Closing Date. LIBOR Rate Loans shall be made by each Initial Term Loan Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office. Amounts repaid or prepaid on the Initial Term Loan Loans may not be reborrowed.