Common use of New Term Loans; Amendment Clause in Contracts

New Term Loans; Amendment. (a) With effect from and including the Amendment No. 1 Effective Date, the New Term Lender shall become a party to the Amended Credit Agreement as a “Lender”, a “Initial Lender” and “Term Lender”, shall have a commitment to provide Refinancing Term Loans in accordance with the terms hereof in an aggregate principal amount equal to $2,101,271,311.40 (the “New Term Loan Commitment”) as set forth in Schedule 1.01B to this Amendment, which is equal to the outstanding principal amount of Existing Term Loans in effect as of the Amendment No. 1 Effective Date after giving effect to the payment of the Initial Repayment Amount, and shall have all of the rights and obligations of a “Lender”, “Initial Term Lender” and “Term Lender” under the Amended Credit Agreement and the other Loan Documents. On the Amendment No. 1 Effective Date, each Existing Term Lender (in its capacity as such, but not in any other capacity) shall cease to be a Lender party to the Credit Agreement (and, for the avoidance of doubt, shall not be a party to the Amended Credit Agreement with respect to Initial Term Loans (except to the extent that it shall subsequently become party thereto (i) pursuant to an Assignment and Assumption entered into with any Lender in accordance with the terms of the Amended Credit Agreement or (ii) through other means in accordance with the terms and provisions of the Amended Credit Agreement)), and all accrued and unpaid fees and other amounts payable under the Credit Agreement for the account of each Existing Term Lender shall be due and payable on such date.

New Term Loans; Amendment. (a) With effect from and including the Amendment No. 1 4 Effective Date, the each New Term Lender shall become a party to the Amended Credit Agreement as a “Lender”, a an “Initial Lender” and a “Term Lender”, shall have a commitment to provide Refinancing Term Loans in accordance with the terms hereof (i) in the case of the New Fronting Term Lender, in an aggregate principal amount equal to $2,101,271,311.40 (the “New Term Loan Commitment”) as set forth in Schedule 1.01B to this Amendment, which is equal to the outstanding principal amount of Existing Term Loans in effect as of the Amendment No. 1 4 Effective Date after giving effect minus the aggregate Rollover Amount for all other New Term Lenders and (ii) in the case of each Rollover Lender, in the amount equal to the payment of the Initial Repayment Amountsuch Lender’s Rollover Amount (each such commitment, a “New Term Loan Commitment”), as applicable, and shall have all of the rights and obligations of a “Lender”, “Initial Term Lender” and “Term Lender” under the Amended Credit Agreement and the other Loan Documents. On the Amendment No. 1 4 Effective Date, each Existing Term Lender (in its capacity as such, but not in any other capacity) shall cease to be a Lender party to the Credit Agreement (and, for the avoidance of doubt, shall not be a party to the Amended Credit Agreement with respect to Initial Term Loans (except to the extent that it shall subsequently become party thereto (i) pursuant to an Assignment and Assumption entered into with any Lender in accordance with the terms of the Amended Credit Agreement Agreement, (ii) with respect to any Rollover Lender, pursuant to a “cashless roll” in accordance with this Amendment or (iiiii) through other means in accordance with the terms and provisions of the Amended Credit Agreement)), and all accrued and unpaid fees and other amounts payable under the Credit Agreement for the account of each Existing Term Lender shall be due and payable on such date.

New Term Loans; Amendment. (a) With effect from and including the Amendment No. 1 7 Effective Date, the each New Term Lender shall become a party to the Amended Credit Agreement as a “Lender”, a an “Initial Term Lender” and a “Term Lender”, shall have a commitment to provide Refinancing Term Loans in accordance with the terms hereof (i) in the case of the New Fronting Term Lender, in an aggregate principal amount equal to $2,101,271,311.40 (the “New Term Loan Commitment”) as set forth in Schedule 1.01B to this Amendment, which is equal to the outstanding principal amount of Existing Term Loans in effect as of the Amendment No. 1 7 Effective Date after giving effect minus the aggregate Rollover Amount for all other New Term Lenders and (ii) in the case of each Rollover Lender, in the amount equal to the payment of the Initial Repayment Amountsuch Lender’s Rollover Amount (each such com- mitment, a “New Term Loan Commitment”), as applicable, and shall have all of the rights and obligations obliga- tions of a “Lender”, “Initial Term Lender” and “Term Lender” under the Amended Credit Agreement and the other Loan Documents. On the Amendment No. 1 7 Effective Date, each Existing Term Lender (in its capacity as such, but not in any other capacity) shall cease to be a Lender party to the Credit Agreement (and, for the avoidance of doubt, shall not be a party to the Amended Credit Agreement with respect to Initial Term Loans (except to the extent that it shall subsequently become party thereto (i) pursuant to an Assignment and Assumption entered into with any Lender in accordance with the terms of the Amended Credit Agreement Agreement, (ii) with respect to any Rollover Lender, pursuant to a “cashless roll” in accordance with this Amendment or (iiiii) through other means in accordance with the terms and provisions of the Amended Credit Agreement)), and all accrued and unpaid fees and other amounts payable under the Credit Agreement for the account of each Existing Term Lender shall be due and payable on such date.. (b) On the Amendment No. 7 Effective Date, (i) each New Term Lender, severally and not jointly, shall make (or in the case of any Rollover Lender, be deemed to make) a Refinancing Term Loan to the Borrower in accordance with this Section 1(b) and Section 2.19 of the Credit Agreement by delivering (or in the case of any Rollover Lender, being deemed to deliver) to the Administrative Agent immediately available funds in an amount equal to its New Term Loan Commitment; (ii) the Borrower shall prepay in full the Existing Term Loans by (A) delivering to the Administrative Agent funds in an amount equal to the excess, if any, of (1) the aggregate of the Existing Term Loan Prepayment Amounts (as defined below) for all of the Existing Term Lend- ers (except to the extent otherwise agreed by any Existing Term Lender) over (2) the sum of the New Lender Net Funding Amount (as defined below) plus (without duplication of any New Lender Net Funding Amount) the Rollover Amount (such excess, the “Borrower’s Payment”); and (B) directing the Administrative Agent to apply the funds made available to the Adminis- trative Agent pursuant to Section 1(b)(i) hereof, net of fees and expenses as agreed by the Bor- rower and the Administrative Agent not otherwise paid by or on behalf of the Borrower (the “New Lender Net Funding Amount”), along with the Borrower’s Payment, if any, and the Roll- over Amount to prepay in full the Existing Term Loans; and (iii) the Administrative Agent shall apply the Borrower’s Payment to pay to each Ex- isting Term Lender an amount equal to such Existing Term Lender’s Existing Term Loan Pre- payment Amount (except as otherwise agreed by such Existing Term Lender). The transactions described in this Section 1(b) shall be deemed to occur immediately prior to the effectiveness of the amendment of the Credit Agreement pursuant to Section 1(d) hereof. The New Term Loan Commitments provided for hereunder shall terminate on the Amendment No. 7 Effective Date immediately upon the borrowing of the New Term Loans pursuant to Section 1(b). For purposes of this Amendment, the “Existing Term Loan Prepayment Amount” shall mean, for each Existing Term Lender, the sum of (i) the aggregate principal amount of Existing Term Loans owing to such Existing Term Lender on the Amendment No. 7 Effective Date plus (ii) all accrued and unpaid interest and other

New Term Loans; Amendment. (a) With effect from and including the Amendment No. 1 Effective Date, the each New Term Lender shall become a party to the Amended Credit Agreement as a “Lender”, a an “Initial Lender” and a “Term Lender”, shall have a commitment to provide Refinancing Term Loans in accordance with the terms hereof (i) in the case of the New Fronting Term Lender, in an aggregate principal amount equal to $2,101,271,311.40 (the “New Term Loan Commitment”) as set forth in Schedule 1.01B to this Amendment, which is equal to the outstanding principal amount of Existing Term Loans in effect as of im- mediately prior to the Amendment No. 1 Effective Date after giving effect minus the aggregate Rollover Amount for all other New Term Lenders and (ii) in the case of each Rollover Lender, in the amount equal to the payment of the Initial Repayment Amountsuch Lender’s Rollover Amount (each such commitment, a “New Term Loan Commitment”), as applicable, and shall have all of the rights and obligations of a “Lender”, “Initial Term Lender” and “Term Lender” under the Amended Credit Agreement and the other Loan Documents. On the Amendment No. 1 Effective Date, each Existing Term Lender (in its capacity as such, but not in any other capacity) shall cease to be a Lender party to the Credit Agreement (and, for the avoidance of doubt, shall not be a party to the Amended Credit Agreement with respect to Initial Term Loans (except to the extent that it shall subsequently become party thereto (i) pursuant to an Assignment and Assumption entered into with any Lender in accordance with the terms of the Amended Credit Agreement Agreement, (ii) with respect to any Rollover Lender, pursuant to a “cashless roll” in accordance with this Amendment or (iiiii) through other means in accordance with the terms and provisions of the Amended Credit Agreement)), and all accrued and unpaid fees and other amounts payable under the Credit Agreement for the account of each Existing Term Lender shall be due and payable on such date.