Common use of Loan Reallocation Clause in Contracts

Loan Reallocation. The Administrative Agent, the Borrower, each Lender (including any Lender who was not a “Lender” under the Existing Term Loan Agreement immediately prior to giving effect hereto, each such Lender, an “Additional Lender”) agree that upon the effectiveness of this Agreement, the outstanding principal amount of such Lender’s Loan is as set forth on Schedule I attached hereto. Simultaneously with the effectiveness of this Agreement, the principal amount of all outstanding Loans shall be reallocated among the Lenders in accordance with their respective Loans (determined in accordance with the amount of each such Lender’s Loan set forth on Schedule I attached hereto). In order to effect such reallocations, any Additional Lender and each other Lender whose Loan exceeds its “Loan” under the Existing Term Loan Agreement immediately prior to the effectiveness of this Agreement (each, an “Assignee Lender”) shall be deemed to have purchased at par a portion of all right, title and interest in, and all obligations in respect of, the “Loan” under the Existing Term Loan Agreement of any “Lender” under the Existing Term Loan Agreement which shall cease to be a Lender hereunder and each Lender whose Loan will be less than its “Loan” under the Existing Term Loan Agreement immediately prior to the effectiveness of this Agreement (each, an “Assignor Lender”) so that the outstanding principal amount of the Loan of each Lender will be as set forth on Schedule I attached hereto. Such purchases shall be deemed to have been effected by way of, and subject to the terms and conditions of, Assignment and Assumptions without the payment of any related assignment fee, and, except for replacement Notes to be provided to the Assignee Lenders and, if applicable, the Assignor Lenders, in the principal amounts of their respective Loans upon the effectiveness of this Agreement, no other documents or instruments shall be, or shall be required to be, executed in connection with such assignments (all of which are hereby waived). The Assignee Lenders shall make the proceeds of such purchases available to the Administrative Agent which shall then make such amounts of the proceeds of such purchases available to the Assignor Lenders as is necessary to purchase in full at par the Loan owing to the Assignor Lender.

Loan Reallocation. The Administrative AgentOn the Amendment Effective Date, (i) the Borrower, each Lender (including any Lender who was not a “Lender” under the Existing Term Loan Agreement immediately prior to giving effect hereto, each such Lender, an “Additional Lender”) agree that upon the effectiveness of this Agreement, the outstanding aggregate principal amount of such Lender’s Loan is as set forth on Schedule I attached hereto. Simultaneously with the effectiveness of this Agreement, the principal amount of all outstanding Revolving Loans shall be reallocated among the Lenders in accordance with their respective Loans (determined in accordance with the amount of each such Lender’s Loan set forth on Schedule I attached hereto). In order to effect such reallocations, any Additional Lender and each other Lender whose Loan exceeds its “Loan” under the Existing Term Loan Agreement Class outstanding immediately prior to the effectiveness of this Agreement Amendment (each, an “Assignee LenderInitial Loans”) shall be deemed to have purchased at par a portion of all rightbeen paid, title and interest in, and all obligations in respect of, the “Loan” under the Existing Term Loan Agreement of any “Lender” under the Existing Term Loan Agreement which shall cease to be a Lender hereunder and (ii) each Lender whose Loan will be less than its “Loan” under that shall have been a US Tranche Lender or Spanish Tranche Lender, as the Existing Term Loan Agreement case may be, immediately prior to the effectiveness of this Agreement Amendment whose Tranche Percentage of such Class shall have increased as a result of this Amendment (each, an “Assignor Increasing Lender”) so that shall pay to the outstanding principal Facility Agent in same day funds an amount equal to the difference between (A) the product of (1) such Increasing Lender’s applicable Tranche Percentage (calculated after giving effect to this Amendment), multiplied by (2) the amount of the Loan Subsequent Borrowings of such Class (as defined below) and (B) the product of (1) such Increasing Lender’s applicable Tranche Percentage (calculated without giving effect to this Amendment), multiplied by (2) the amount of the Initial Loans of such Class, (iii) each Lender will be that shall not have been a US Tranche Lender or Spanish Tranche Lender, as set forth on Schedule I attached hereto. Such purchases the case may be, prior to the effectiveness of this Amendment whose Commitment of such Class shall have been extended as a result of this Amendment (each, a “New Lender”) shall pay to the Facility Agent in same day funds an amount equal to the product of (1) such New Lender’s applicable Tranche Percentage (calculated after giving effect to this Amendment) multiplied by (2) the amount of the Subsequent Borrowings of such Class, (iv) after the Facility Agent receives the funds specified in clauses (ii) and (iii) above, the Facility Agent shall pay to each Lender whose Tranche Percentage of such Class shall not have increased as a result of this Amendment (each, a “Non-Increasing Lender”) the portion of such funds that is equal to the difference between (A) the product of (1) such Non- Increasing Lender’s applicable Tranche Percentage (calculated without giving effect to this Amendment) multiplied by (2) the amount of the Initial Loans of such Class, and (B) the product of (1) such Non-Increasing Lender’s applicable Tranche Percentage (calculated after giving effect to this Amendment) multiplied by (2) the amount of the Subsequent Borrowings of such Class, (v) after the effectiveness of this Amendment, the applicable Borrower shall be deemed to have been effected by way of, and subject made new Borrowings of such Class (“Subsequent Borrowings”) in an aggregate principal amount equal to the terms aggregate principal amount of the Initial Loans of such Class and conditions of, Assignment of the Types and Assumptions without for the payment of any related assignment fee, and, except for replacement Notes to be provided Interest Periods applicable to the Assignee Lenders andBorrowings of which the Initial Loans are a part (with the LIBO Rates for the remaining portion of such Interest Periods being the same as the LIBO Rates applicable as of the Amendment Effective Date to the Initial Loans) and (vi) each Non-Increasing Lender, if applicable, the Assignor Lenders, in the principal amounts of their respective Loans upon the effectiveness of this Agreement, no other documents or instruments shall be, or each Increasing Lender and each New Lender shall be required deemed to be, executed in connection with hold its applicable Tranche Percentage of each Subsequent Borrowing of such assignments Class (all of which are hereby waivedeach calculated after giving effect to this Amendment). The Assignee Lenders applicable Borrower shall make pay each Increasing Lender and each Non-Increasing Lender any and all accrued but unpaid interest on the proceeds of such purchases available Initial Loans on the Interest Payment Dates applicable to the Administrative Agent which shall then make such amounts Subsequent Borrowings. Notwithstanding anything to the contrary, if the Amendment Effective Date occurs other than on the last day of the proceeds of such purchases available Interest Period relating thereto, the deemed payments made to each Lender party to this Amendment pursuant to clause (i) above shall not be subject to compensation by the applicable Borrower pursuant to the Assignor provisions of Section 2.15 of the Credit Agreement (it being understood and agreed that such deemed payments made to Lenders as is necessary not party to purchase in full at par this Amendment shall be subject to compensation by the Loan owing applicable Borrower pursuant to said Section of the Assignor LenderCredit Agreement).