Common use of Original Credit Agreement Clause in Contracts

Original Credit Agreement. On the Restatement Effective Date ------------------------- and concurrently with the initial incurrence of Loans hereunder, (i) the total commitments in respect of the Indebtedness under the Original Credit Agreement shall have been terminated, all Original Loans shall have been repaid in full in cash, together with accrued but unpaid interest thereon, and all letters of credit issued thereunder shall have been incorporated hereunder as Existing Letters of Credit pursuant to Section 2.01(a), it being understood and agreed, however, that any Continuing Bank may net fund any Loans required to be made by it on the Restatement Effective Date by permitting the principal amount of the Original Loans made by such Continuing Bank to remain outstanding on the Restatement Effective Date to satisfy such Continuing Bank's obligation to fund a like principal amount of Loans to be incurred hereunder by the Borrower on the Restatement Effective Date, and for purposes of this Section 5.10 only such outstanding principal amount shall be deemed outstanding as Revolving Loans under this Agreement and such corresponding Original Loans shall be deemed to have been so repaid in full, and (ii) there shall have been paid in cash in full all accrued but unpaid Fees under, and as defined in, the Original Credit Agreement (including, without limitation, commitment fees, letter of credit fees and facing fees) due prior to but excluding the Restatement Effective Date and all other amounts, costs and expenses (including, without limitation, breakage costs, if any, with respect to eurodollar rate loans) then owing to any of the Original Banks and/or the Agent, as agent under the Original Credit Agreement, in each case to the satisfaction of the Agent or the Original Banks, as the case may be, regardless of whether or not such amounts would otherwise be due and payable at such time pursuant to the terms of the Original Credit Agreement and (iii) all outstanding Notes (as defined in the Original Credit Agreement) issued by the Borrower to the Original Banks under the Original Credit Agreement shall be deemed cancelled.

Original Credit Agreement. On the Restatement Effective Date ------------------------- and concurrently with the initial incurrence of Loans hereunder, (i) the total commitments in respect of the Indebtedness under the Original Credit Agreement to be refinanced pursuant to this Agreement shall have been terminated, all Original Loans shall have been repaid in full in cash, together with accrued but unpaid interest thereon, and all letters of credit issued thereunder shall have been incorporated hereunder as Existing Letters of Credit pursuant to Section 2.01(a), it being understood and agreed, however, that any Continuing Bank may net fund any Loans required to be made by it on the Restatement Effective Date by permitting the principal amount of the Original Loans made by such Continuing Bank to remain outstanding on the Restatement Effective Date to satisfy such Continuing Bank's obligation to fund a like principal amount of Loans to be incurred hereunder by the Borrower on the Restatement Effective Date, and for purposes of this Section 5.10 5.13 only such outstanding principal amount shall be deemed outstanding as Revolving Loans under this Agreement and such corresponding Original Loans shall be deemed to have been so repaid in full, and (ii) there shall have been paid in cash in full all accrued but unpaid Fees under, and as defined in, the Original Credit Agreement (including, without limitation, commitment fees, letter of credit fees and facing fees) due prior to but excluding the Restatement Effective Date and all other amounts, costs and expenses (including, without limitation, breakage costs, if any, with respect to eurodollar rate loans) then owing to any of the Original Banks and/or the Agent, as agent under the Original Credit Agreement, in each case to the satisfaction of the Agent or the Original Banks, as the case may be, regardless of whether or not such amounts would otherwise be due and payable at such time pursuant to the terms of the Original Credit Agreement and (iii) all outstanding Notes (as defined in the Original Credit Agreement) issued by the Borrower to the Original Banks under the Original Credit Agreement shall be deemed cancelled.

Original Credit Agreement. On the Restatement Effective Date ------------------------- and concurrently with the initial incurrence of Loans hereunder, (i) the total commitments in respect of the Indebtedness under the Original Credit Agreement shall have been terminated, all Original Loans shall have been repaid in full in cash, together with accrued but unpaid interest thereon, and all letters of credit issued thereunder shall have been incorporated hereunder as Existing Letters of Credit pursuant to Section 2.01(a), it being understood and agreed, however, that any Continuing Bank may net fund any Loans required to be made by it on the Restatement Effective Date by permitting the principal amount of the Original Loans made by such Continuing Bank to remain outstanding on the Restatement Effective Date to satisfy such Continuing Bank's obligation to fund a like principal amount of Loans to be incurred hereunder by the Borrower on the Restatement Effective Date, (i) each Continuing Lender shall have converted its Original Term Loans and for purposes of this Section 5.10 only such outstanding principal amount shall be deemed outstanding as Original Revolving Loans under this Agreement as contemplated by Sections 2.1(b) and such corresponding Original Loans shall be deemed to have been so repaid in full, and (ii) there shall have been paid in cash in full all accrued but unpaid Fees under, and as defined in, the Original Credit Agreement (including, without limitation, commitment fees, letter of credit fees and facing fees) due prior to but excluding the Restatement Effective Date and all other amounts, costs and expenses (including, without limitation, breakage costs, if any, with respect to eurodollar rate loans) then owing to any of the Original Banks and/or the Agent, as agent under the Original Credit Agreement, in each case to the satisfaction of the Agent or the Original Banks2.2, as the case may be, regardless (ii) all Original Loans being converted as described in preceding clause (i) which were outstanding as Eurodollar Rate Loans shall, at the time of whether such conversion, be converted into Base Rate Loans or not borrowed as Eurodollar Rate Loans in accordance with the requirements of Section 2.4(a)(iii), it being understood and agreed that the Borrower shall (x) take such amounts would otherwise actions as may be due necessary to ensure that the Lenders participate in each Borrowing of outstanding B Term Loans pro rata on the basis of their respective B Term Loan Commitments (as in effect on the Restatement Effective Date), (y) take such actions as may be necessary to ensure that the Lenders participate in each Borrowing of outstanding Revolving Loans pro rata on the basis of their respective Revolving Loan Commitments (as in effect on the Restatement Effective Date) and payable at such time pursuant to (z) pay breakage or similar costs in accordance with the terms provisions of Section 4.10 of the Original Credit Agreement and in connection therewith, (iii) all Original Loans (except to the extent converted pursuant to preceding clause (i)) shall be repaid in full on the Restatement Effective Date and, if any Original Loans were at such time maintained as Eurodollar Rate Loans, all breakage or similar costs owing in connection therewith shall have been paid as contemplated by Section 4.10 of the Original Credit Agreement, (iv) each Original Lender and BTCC shall have received payment in full of all amounts (including any accrued and unpaid interest and fees) then due and owing to it under the Original Credit Agreement in respect of its Original Loans being repaid, (v) all accrued interest on all outstanding Notes extensions of credit pursuant to the Original Credit Agreement, and all regularly accruing fees pursuant to the Original Credit Agreement, shall be repaid in full on, and through, the Restatement Effective Date (as defined in whether or not same would otherwise be then due and payable pursuant to the Original Credit Agreement) issued by and (vi) the Borrower Administrative Agent shall have received evidence in form, scope and substance satisfactory to it that the Original Banks under the Original Credit Agreement shall be deemed cancelledmatters set forth in this Section 5.1(r) have been satisfied on such date.

Original Credit Agreement. (a) On the Restatement Effective Date ------------------------- and concurrently with the initial incurrence of Loans hereunderClosing Date, (i) the total commitments in respect of the Indebtedness under the Original Credit Agreement shall have been terminatedbe amended, all Original Loans shall have been repaid restated and superseded in full in cashits entirety. The parties hereto acknowledge and agree that (i) this Agreement, together with accrued but unpaid interest thereon, and all letters of credit issued thereunder shall have been incorporated hereunder as Existing Letters of Credit any Notes delivered pursuant to Section 2.01(a)1.1 and the other Loan Documents executed and delivered in connection herewith do not constitute a novation, it being understood payment and agreedreborrowing, however, that any Continuing Bank may net fund any Loans required to be made by it on the Restatement Effective Date by permitting the principal amount or termination of the Original Loans made by such Continuing Bank to remain outstanding on the Restatement Effective Date to satisfy such Continuing Bank's obligation to fund a like principal amount of Loans to be incurred hereunder by the Borrower on the Restatement Effective Date, and for purposes of this Section 5.10 only such outstanding principal amount shall be deemed outstanding as Revolving Loans under this Agreement and such corresponding Original Loans shall be deemed to have been so repaid in full, and (ii) there shall have been paid in cash in full all accrued but unpaid Fees under, and as defined in, the Original Credit Agreement (including, without limitation, commitment fees, letter of credit fees and facing fees) due prior to but excluding the Restatement Effective Date and all other amounts, costs and expenses (including, without limitation, breakage costs, if any, with respect to eurodollar rate loans) then owing to any of the Original Banks and/or the Agent, as agent under the Original Credit Agreement, in each case to the satisfaction of the Agent or the Original Banks, as the case may be, regardless of whether or not such amounts would otherwise be due and payable at such time pursuant to the terms of the Original Credit Agreement and (iii) all outstanding Notes "Obligations" (as defined in the Original Credit Agreement) issued by the Borrower to the Original Banks under the Original Credit Agreement as in effect prior to the Restatement Closing Date; (ii) such "Obligations" are in all respects continuing with only the terms thereof being modified as provided in this Agreement; (iii) the Liens as granted under the Collateral Documents securing payment of such "Obligations" are in all respects continuing and in full force and effect and secure the payment of the Obligations (as defined in this Agreement) and are hereby fully ratified and affirmed; and (iv) upon the effectiveness of this Agreement all loans and letters of credit outstanding under the Original Credit Agreement immediately before the effectiveness of this Agreement will be part of the Loans and Letters of Credit hereunder on the terms and conditions set forth in this Agreement. Without limitation of the foregoing, each Borrower hereby fully and unconditionally ratifies and affirms all Collateral Documents and agrees that all collateral granted thereunder shall from and after the date hereof secure all Obligations hereunder. (b) Notwithstanding the modifications effected by this Agreement of the representations, warranties and covenants of the Borrowers contained in the Original Credit Agreement, each Borrower acknowledges and agrees that any causes of action or other rights created in favor of any Lender and its successors arising out of the representations and warranties of the Borrowers contained in or delivered (including representations and warranties delivered in connection with the making of the loans or other extensions of credit thereunder) in connection with the Original Credit Agreement shall survive the execution and delivery of this Agreement; provided, however, that it is understood and agreed that the Borrowers' monetary obligations under the Original Credit Agreement in respect of the loans and letters of credit thereunder are evidenced by this Agreement as provided in Article I hereof. (c) All indemnification obligations of the Borrowers pursuant to the Original Credit Agreement (including any arising from a breach of the representations thereunder) shall survive the amendment and restatement of the Original Credit Agreement pursuant to this Agreement. 77 (d) On and after the Restatement Closing Date, (i) each reference in the Loan Documents to the "Credit Agreement", "thereunder", "thereof" or similar words referring to the Credit Agreement shall mean and be deemed cancelleda reference to this Agreement and (ii) each reference in the Loan Documents to a "Note" shall mean and be a Note as defined in this Agreement.

Original Credit Agreement. Existing Indebtedness of Holdings and its Subsidiaries, etc. On the Restatement Effective Date ------------------------- and concurrently with the initial incurrence of Loans hereunderDate, (i) the total commitments all Tranche B Term Loans being continued as described in respect of the Indebtedness under the Original Credit Agreement shall have been terminated, all Original subsection 2.1A(i) which were outstanding as Eurodollar Loans shall have been repaid be converted into Base Rate Loans or Eurodollar Loans in full in cash, together accordance with accrued but unpaid interest thereon, and all letters the requirements of credit issued thereunder shall have been incorporated hereunder as Existing Letters of Credit pursuant to Section 2.01(a)subsection 2.2B, it being understood and agreed, however, agreed that any Continuing Bank Borrower shall (x) take all such actions as may net fund any be necessary to ensure that the Lenders participate in each borrowing of outstanding Term Loans required to be made by it pro rata on the Restatement Effective Date by permitting basis of their respective Term Loan Commitments and (y) pay breakage or similar costs in accordance with the principal amount provisions of subsection 2.6D of the Original Credit Agreement in connection therewith, (ii) all outstanding Swing Line Loans made by such Continuing Bank to remain outstanding on the Restatement Effective Date to satisfy such Continuing Bank's obligation to fund a like principal amount of Loans to shall be incurred hereunder by the Borrower repaid in full on the Restatement Effective Date, and for purposes of this Section 5.10 only such outstanding principal amount shall be deemed outstanding as Revolving Loans under this Agreement and such corresponding Original Loans shall be deemed to have been so repaid in full, and (iiiii) there JPMorgan Chase Bank shall have been paid in cash received payment in full of all amounts (including any accrued but and unpaid Fees under, interest and as defined in, fees) then due and owing to it under the Original Credit Agreement in respect of the Swing Line Loans being repaid, (including, without limitation, commitment fees, letter iv) all accrued interest on all outstanding extensions of credit fees and facing fees) due prior pursuant to but excluding the Restatement Effective Date and all other amounts, costs and expenses (including, without limitation, breakage costs, if any, with respect to eurodollar rate loans) then owing to any of the Original Banks and/or the Agent, as agent under the Original Credit Agreement, in each case and all regularly accruing fees pursuant to the satisfaction of Original Credit Agreement, shall be repaid in full on, and through, the Agent or the Original Banks, as the case may be, regardless of Restatement Effective Date (whether or not such amounts same would otherwise be then due and payable at such time pursuant to the terms of the Original Credit Agreement and (iii) all outstanding Notes (as defined in the Original Credit Agreement) issued by and (v) Administrative Agent shall have received evidence in form, scope and substance satisfactory to it that the Borrower to the Original Banks under the Original Credit Agreement shall be deemed cancelledmatters set forth in this subsection 4.1F have been satisfied on such date.