Common use of New Tranche B Term Loans Clause in Contracts

New Tranche B Term Loans. (a) Subject to the terms and conditions set forth herein, (i) each Converting Tranche B Term Lender agrees to convert its Existing Tranche B Term Loans into New Tranche B Term Loans on the Amendment Effective Date in amounts equal to its Tranche B Undertaking and (ii) each Additional Tranche B Term Lender agrees to make New Tranche B Term Loans to the Borrower on the Amendment Effective Date in amounts equal to its Tranche B Undertaking. Each Additional Tranche B Term Lender will make its New Tranche B Term Loans on the Amendment Effective Date by transferring to the Agent, in the manner contemplated by Section 2.06 of the Credit Agreement, an amount equal to the amount of its Tranche B Undertaking. Any portion of an Existing Tranche B Term Loan converted by a Converting Tranche B Term Lender into a New Tranche B Term Loan as contemplated hereby is referred to herein as a “Converted Loan”. The “Tranche B Undertaking” (i) of any Converting Tranche B Term Lender will be such amount of its Existing Tranche B Term Loans to be converted into an equal amount of New Tranche B Term Loans, as is determined by the Arrangers and the Borrower and notified to such Lender prior to the Amendment Effective Date, and (ii) of any Additional Tranche B Term Lender will be the amount (not exceeding any commitment offered by such Additional Tranche B Term Lender) allocated to it by the Arrangers and the Borrower and notified to it prior to the Amendment Effective Date. The new Schedule 2.01 of the Credit Agreement contemplated by Section 1(j) hereof will separately set forth (i) the Tranche B Undertaking of each Converting Tranche B Term Lender and (ii) the Tranche B Undertaking of each Additional Tranche B Term Lender. The commitments of the Additional Tranche B Term Lenders and the conversion undertakings of the Converting Tranche B Term Lenders are several and no such Lender will be responsible for any other Lender’s failure to make or acquire by conversion New Tranche B Term Loans.

New Tranche B Term Loans. (a) Subject to the terms and conditions set forth herein, (i) each Converting Tranche B Term Lender agrees to convert its Existing Tranche B Term Loans into New Tranche B Term Loans on the Amendment Effective Date in amounts equal to its Tranche B Undertaking and (ii) each Additional Tranche B Term Lender agrees to make New Tranche B Term Loans to the Borrower on the Amendment Effective Date in amounts equal to its Tranche B Undertaking. Each Additional Tranche B Term Lender will make its New Tranche B Term Loans on the Amendment Effective Date by transferring to the Agent, in the manner contemplated by Section 2.06 of the Credit Agreement, an amount equal to the amount of its Tranche B Undertaking. Any portion of an Existing Tranche B Term Loan converted by a Converting Tranche B Term Lender into a New Tranche B Term Loan as contemplated hereby is referred to herein as a “Converted Loan”. The “Tranche B Undertaking” (i) of any Converting Tranche B Term Lender will be such amount of its Existing Tranche B Term Loans to be converted into an equal amount of New Tranche B Term Loans, as is determined by the Arrangers and the Borrower and notified to such Lender prior to the Amendment Effective Date, and (ii) of any Additional Tranche B Term Lender will be the amount (not exceeding any commitment offered by such Additional Tranche B Term Lender) allocated to it by the Arrangers and the Borrower and notified to it prior to the Amendment Effective Date. The new Schedule 2.01 of the Credit Agreement contemplated by Section 1(j) hereof will separately set forth (i) the Tranche B Undertaking of each Converting Tranche B Term Lender and (ii) the Tranche B Undertaking of each Additional Tranche B Term Lender. The commitments of the Additional Tranche B Term Lenders and the conversion undertakings of the Converting Tranche B Term Lenders are several and no such Lender will be responsible for any other Lender’s failure to make or acquire by conversion New Tranche B Term Loans.

New Tranche B Term Loans. (a) Subject to the terms and satisfaction of the conditions precedent set forth hereinin Section 5 hereof and to the provisions of Section 1(c) hereof, (i) each Converting New Tranche B Term Lender agrees agrees, severally and not jointly, to convert its Existing make, on the Amendment Effective Date, a New Tranche B Term Loans into Loan to the Borrower in an aggregate principal amount equal to its New Tranche B Term Commitment. The New Tranche B Term Commitment of each New Tranche B Term Lender shall automatically terminate upon the making of the New Tranche B Term Loans on the Amendment Effective Date in amounts equal to its Tranche B Undertaking and (ii) each Additional Tranche B Term Lender agrees to make Date. The proceeds of the New Tranche B Term Loans shall be used by the Borrower on the Amendment Effective Date solely to repay the principal amount of the Tranche B Term Loans outstanding as of the Amendment Effective Date, together with all accrued but unpaid interest thereon and fees with respect thereto and all fees and expenses of Holdings and the Borrower payable in connection with this Amendment, the New Tranche B Term Commitments and the New Tranche B Term Loans. The transactions contemplated by this Section 1(a) are collectively referred to as the “Amendment Refinancing Transactions”. (b) Immediately upon the consummation of the Amendment Refinancing Transactions, each reference to the terms “Tranche B Term Lender”, “Term Lender” and “Lender” in the Loan Documents shall be deemed to include the New Tranche B Term Lenders. For purposes of clarity, the Maturity Date with respect to the New Tranche B Term Loans shall be the Maturity Date with respect to the Tranche B Term Loans (prior to giving effect to this Amendment). (c) Notwithstanding anything herein to the contrary, (i) each New Tranche B Term Lender holding Tranche B Term Loans immediately prior to the Amendment Effective Date that checks the “Cashless Roll” option on its signature page hereto (each such New Tranche B Term Lender, an “Existing Lender”) shall, in lieu of its requirement to make a New Tranche B Term Loan in accordance with Section 1(a) hereof, be deemed to have made to the Borrower a New Tranche B Term Loan on the Amendment Effective Date in an amount equal to the lesser of (A) the aggregate principal amount of the Tranche B Term Loans held by such Existing Lender immediately prior to the Amendment Effective Date (such Existing Lender’s “Existing Term Loan Amount”) and (B) such Existing Lender’s New Tranche B Term Commitment; provided that if such Existing Lender’s New Tranche B Term Commitment exceeds such Existing Lender’s Existing Term Loan Amount, then such Existing Lender shall be required to make a New Tranche B Term Loan to the Borrower on the Amendment Effective Date in amounts accordance with Section 1(a) hereof in an aggregate principal amount equal to such excess, and (ii) the Borrower shall, in lieu of its Tranche B Undertaking. Each Additional Tranche B Term Lender will make its New obligation to prepay the Tranche B Term Loans on the Amendment Effective Date by transferring to the Agent, in the manner contemplated by Section 2.06 of the Credit Agreement, an amount equal to the amount of its Tranche B Undertaking. Any portion of an Existing Tranche B Term Loan converted by a Converting Tranche B Term Lender into a New Tranche B Term Loan as contemplated hereby is referred to herein as a “Converted Loan”. The “Tranche B Undertaking” (i) of any Converting Tranche B Term Existing Lender will in accordance with Section 1(a) hereof, be such amount of its Existing Tranche B Term Loans deemed to be converted into an equal amount of New Tranche B Term Loanshave prepaid, as is determined by the Arrangers and the Borrower and notified to such Lender prior to on the Amendment Effective Date, and (ii) an amount of any Additional the Tranche B Term Lender will be the amount (not exceeding any commitment offered by such Additional Tranche B Term Lender) allocated to it by the Arrangers and the Borrower and notified to it prior to the Amendment Effective Date. The new Schedule 2.01 of the Credit Agreement contemplated by Section 1(j) hereof will separately set forth (i) the Tranche B Undertaking Loans of each Converting Tranche B Term Existing Lender and (ii) the Tranche B Undertaking of each Additional Tranche B Term Lender. The commitments of the Additional Tranche B Term Lenders and the conversion undertakings of the Converting Tranche B Term Lenders are several and no such Lender will be responsible for any other Lender’s failure to make or acquire by conversion New Tranche B Term Loans.in an aggregate principal amount

New Tranche B Term Loans. (a) Subject to the terms and conditions set forth herein, (i) each Converting Tranche B Term Lender agrees to convert its Existing Tranche B Term Loans into New Tranche B Term Loans on the Amendment Effective Date in amounts equal to its Tranche B Undertaking and (ii) each Additional Tranche B Term Lender agrees to make New Tranche B Term Loans to the Borrower on the Amendment Effective Date in amounts equal to its Tranche B Undertaking. Each Additional Tranche B Term Lender will make its New Tranche B Term Loans on the Amendment Effective Date by transferring to the Agent, in the manner contemplated by Section 2.06 of the Credit Agreement, an amount equal to the amount of its Tranche B Undertaking. Any portion of an Existing Tranche B Term Loan converted by a Converting Tranche B Term Lender into a New Tranche B Term Loan as contemplated hereby is referred to herein as a “Converted Loan”. The “Tranche B Undertaking” (i) of any Converting Tranche B Term Lender will be such amount of its Existing Tranche B Term Loans to be converted into an equal amount of New Tranche B Term Loans, as is determined by the Arrangers Lead Arranger and the Borrower and notified to such Lender prior to the Amendment Effective Date, and (ii) of any Additional Tranche B Term Lender will be the amount (not exceeding any commitment offered by such Additional Tranche B Term Lender) allocated to it by the Arrangers Lead Arranger and the Borrower and notified to it prior to the Amendment Effective Date. The new Schedule 2.01 of the Credit Agreement contemplated by Section 1(j1(k) hereof will separately set forth (i) the Tranche B Undertaking of each Converting Tranche B Term Lender and (ii) the Tranche B Undertaking of each Additional Tranche B Term Lender. The commitments of the Additional Tranche B Term Lenders and the conversion undertakings of the Converting Tranche B Term Lenders are several and no such Lender will be responsible for any other Lender’s failure to make or acquire by conversion New Tranche B Term Loans.