Common use of Other Provisions Regarding Term Loans Clause in Contracts

Other Provisions Regarding Term Loans. On the Second Amendment Effective Date, the Borrower shall apply the aggregate proceeds of the New Term Loans of Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Loans and the Additional Term Loans (if any) to prepay in full the principal amount of all Existing Term Loans, other than Exchanged Term Loans of Exchange Term Lenders electing the Cashless Rollover Option. The exchange of Exchanged Term Loans for New Term Loans and the repayment of Existing Term Loans (other than the Exchanged Term Loans of Cashless Rollover Lenders) with the proceeds of the New Term Loans of Cash Settlement Lenders, Increased Term Loans and Additional Term Loans contemplated hereby collectively constitute a voluntary prepayment of the Existing Term Loans by the Borrower pursuant to Section 4.1 of the Credit Agreement and shall be subject to the provisions of Section 4.1 of the Credit Agreement. The commitments of the Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Lenders and the Additional Term Lenders and the refinancing undertakings of the Exchanging Term Lenders electing the Cashless Rollover Option are several and no such New Term Lender will be responsible for any other New Term Lender’s failure to make or acquire by refinancing New Term Loans. Notwithstanding anything herein or in the Amended Credit Agreement to the contrary, the aggregate principal amount of the New Term Loans will not exceed the aggregate principal amount of the Existing Term Loans outstanding immediately prior to the Second Amendment Effective Date. Each of the parties hereto acknowledges and agrees that the terms of this Second Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreement, as evidenced by the Amended Credit Agreement.

Other Provisions Regarding Term Loans. On the Second Fourth Amendment Effective Date, the Borrower shall apply the aggregate proceeds Net Proceeds of the New Term Loans of Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Loans and the Additional Refinancing Term Loans (if any) to prepay in full the entire principal amount of all the Existing Term Loans consisting of Term B-1 Loans, other than the applicable Exchanged Term Loans of Exchange (such non-exchanged term loans, collectively, the “Non-Exchanged Term Lenders electing the Cashless Rollover OptionLoans”) plus accrued and unpaid interest on such Non-Exchanged Term Loans. The exchange of Exchanged Term Loans for New with Refinancing Term Loans and and, if applicable, the repayment refinancing of Existing any Non-Exchanged Term Loans with the Net Proceeds of Refinancing Term Loans (other than the Exchanged Term Loans of Cashless Rollover Lenders) with the proceeds of the New Term Loans of Cash Settlement Lendersincluding, Increased Term Loans and if applicable, Additional Term Loans contemplated hereby Loans) collectively constitute a simultaneous (I) borrowing of Refinancing Term Loans pursuant to Section 2.02 of the Existing Credit Agreement, (II) voluntary prepayment of all of the Existing Exchanged Term Loans by the Borrower pursuant to Section 4.1 2.11(a) of the Existing Credit Agreement and shall be subject to the provisions of Section 4.1 (III) if applicable, voluntary prepayment of the portion of Non-Exchanged Term Loans which are refinanced by the Refinancing Term Loans (on a pro rata basis among such non-exchanged Term B-1 Loans) by the Borrower pursuant to Section 2.11(a) of the Existing Credit Agreement. The commitments of the Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Lenders and the Additional Term Lenders and the refinancing undertakings of the Exchanging Term Lenders electing the Cashless Rollover Option are several and no such New Term Lender will be responsible for any other New Term Lender’s failure to make or acquire by refinancing New any Term Loans. Notwithstanding anything herein or in the Amended Credit Agreement to the contrary, the aggregate principal amount of the New Term Loans will not exceed the aggregate principal amount of the Existing Term Loans outstanding immediately prior to the Second Amendment Effective Date. Each of the parties hereto acknowledges and agrees that the terms of this Second Fourth Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreementIndebtedness, as evidenced by this Fourth Amendment. The initial Interest Period with respect to the Amended Term B-4 Loans contemplated hereby shall be a period commencing on the Fourth Amendment Effective Date and ending on May 31, 2022; provided that the Adjusted Term SOFR Rate for such initial Interest Period shall be the Adjusted Term SOFR Rate for an Interest Period of one month beginning on the Fourth Amendment Effective Date. Each New Term Lender waives any right to compensation pursuant to Section 2.16 of the Existing Credit AgreementAgreement that such New Term Lender would otherwise have a right to pursuant to the transactions described in this Fourth Amendment to occur on or about the Fourth Amendment Effective Date.

Other Provisions Regarding Term Loans. On the Second Third Amendment Effective Date, the Borrower shall apply the aggregate proceeds Net Proceeds of the New Term Loans of Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Loans and the Additional Refinancing Term Loans (if any) to prepay in full a portion of the principal amount of all the Existing Term Loans consisting of Term B-1 Loans, other than the applicable Exchanged Term Loans of Exchange (such non-exchanged term loans, collectively, the “Non-Exchanged Term Lenders electing the Cashless Rollover OptionLoans”) plus accrued and unpaid interest on such Non-Exchanged Term Loans. The exchange of Exchanged Term Loans for New with Refinancing Term Loans and and, if applicable, the repayment refinancing of Existing any Non-Exchanged Term Loans with the Net Proceeds of Refinancing Term Loans (other than the Exchanged Term Loans of Cashless Rollover Lenders) with the proceeds of the New Term Loans of Cash Settlement Lendersincluding, Increased Term Loans and if applicable, Additional Term Loans contemplated hereby Loans) collectively constitute a simultaneous (I) borrowing of Refinancing Term Loans pursuant to Section 2.02 of the Existing Credit Agreement, (II) voluntary prepayment of all of the Existing Exchanged Term Loans by the Borrower pursuant to Section 4.1 2.11(a) of the Existing Credit Agreement and shall be subject to the provisions of Section 4.1 (III) if applicable, voluntary prepayment of the portion of Non-Exchanged Term Loans which are refinanced by the Refinancing Term Loans (on a pro rata basis among such non-exchanged Term B-1 Loans) by the Borrower pursuant to Section 2.11(a) of the Existing Credit Agreement. The commitments of the Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Lenders and the Additional Term Lenders and the refinancing undertakings of the Exchanging Term Lenders electing the Cashless Rollover Option are several and no such New Term Lender will be responsible for any other New Term Lender’s failure to make or acquire by refinancing New any Term Loans. Notwithstanding anything herein or in the Amended Credit Agreement to the contrary, the aggregate principal amount of the New Term Loans will not exceed the aggregate principal amount of the Existing Term Loans outstanding immediately prior to the Second Amendment Effective Date. Each of the parties hereto acknowledges and agrees that the terms of this Second Third Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreementIndebtedness, as evidenced by this Third Amendment. The initial Interest Period with respect to the Amended Refinancing Term Loans contemplated hereby shall be a period commencing on the Third Amendment Effective Date and ending on April 29, 2021; provided that the Adjusted LIBO Rate for such initial Interest Period shall be the Adjusted LIBO Rate for an Interest Period of one month beginning on the Third Amendment Effective Date. Each New Term Lender waives any right to compensation pursuant to Section 2.16 of the Existing Credit AgreementAgreement that such New Term Lender would otherwise have a right to pursuant to the transactions described in this Third Amendment to occur on or about the Third Amendment Effective Date.

Other Provisions Regarding Term Loans. On the Second First Amendment Effective Date, the Borrower shall apply the aggregate proceeds Net Proceeds of the New Term Loans of Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Loans and the Additional Refinancing Term Loans (if any) ), to prepay in full the principal amount of all Existing Term Loans, other than Exchanged Term Loans of Exchange Term Lenders electing the Cashless Rollover OptionLoans. The exchange of Exchanged Term Loans for New with Refinancing Term Loans and the repayment of Existing Term Loans (other than the Exchanged Term Loans of Cashless Rollover LendersLoans) with the proceeds of the New Term Loans of Cash Settlement Lenders, Increased Term Loans and Additional Term Loans contemplated hereby collectively constitute a simultaneous (I) borrowing of Refinancing Term Loans pursuant to Section 2.01 of the Amended and Restated Credit Agreement and (II) voluntary prepayment of the Existing Term Loans by the Borrower pursuant to Section 4.1 2.05(a) of the Credit Agreement and shall be subject to the provisions of Section 4.1 2.05(a) of the Credit Agreement. The commitments of the Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Lenders and the Additional Term Lenders and the refinancing undertakings of the Exchanging Term Lenders electing the Cashless Rollover Option are several and no such New Term Lender will be responsible for any other New Term Lender’s failure to make or acquire by refinancing New Refinancing Term Loans. Notwithstanding anything herein or in the Amended Credit Agreement to the contrary, the aggregate principal amount of the New Term Loans will not exceed the aggregate principal amount of the Existing Term Loans outstanding immediately prior to the Second Amendment Effective Date. Each of the parties hereto acknowledges and agrees that the terms of this Second First Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreement, as evidenced by the Amended and Restated Credit Agreement. The initial Interest Period with respect to the Refinancing Term Loans contemplated hereby shall be a period commencing on the First Amendment Effective Date and ending on June 29, 2018; provided that the Eurocurrency Rate for such initial Interest Period shall be the Eurocurrency Rate for an Interest Period of one month beginning on the First Amendment Effective Date. Each New Term Lender waives any right to compensation pursuant to Section 3.05 of the Credit Agreement that such New Term Lender would otherwise have a right to pursuant to the transactions described in this First Amendment to occur on or about the First Amendment Effective Date.

Other Provisions Regarding Term Loans. On the Second Fourth Amendment Effective Date, the Borrower shall apply the aggregate proceeds of the New Term Loans of Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Loans and the Additional Term Loans (if any) to prepay in full the principal amount of all Existing Term Loans, other than Exchanged Refinanced Term Loans. The refinancing of Refinanced Term Loans of Exchange Term Lenders electing the Cashless Rollover Option. The exchange of Exchanged Term Loans for with New Term Loans and the repayment of Existing Term Loans (other than the Exchanged Refinanced Term Loans of Cashless Rollover LendersLoans) with the proceeds of the New Term Loans of Cash Settlement Lenders, Increased Term Loans and Additional Term Loans contemplated hereby collectively constitute a voluntary prepayment of the Existing Term Loans by the Borrower pursuant to Section 4.1 2.12 of the Credit Agreement and shall be subject to the provisions of Section 4.1 2.12 of the Credit AgreementAgreement (including Section 2.12(e) thereof as in effect immediately prior to the effectiveness of this Fourth Amendment). The commitments of the Exchanging Term Lenders electing the Cash Settlement Option, the Increased Term Lenders and the Additional Term Lenders and the refinancing undertakings of the Exchanging Refinancing Term Lenders electing the Cashless Rollover Option are several and no such New Term Lender will be responsible for any other New Term Lender’s failure to make or acquire by refinancing New Term Loans. Notwithstanding anything herein or in the Amended Credit Agreement to the contrary, the aggregate principal amount of the New Term Loans will not exceed the aggregate principal amount of the Existing Term Loans outstanding immediately prior to the Second Fourth Amendment Effective Date. Each of the parties hereto acknowledges and agrees that the terms of this Second Fourth Amendment do not constitute a novation but, rather, an amendment of the terms of a pre-existing Indebtedness and related agreement, as evidenced by the Amended Credit Agreement. NY\4521662.7 Breakage . The refinancing and prepayments contemplated by this Fourth Amendment shall be subject to compensation by the Borrower pursuant to the provisions of Section 2.16 of the Credit Agreement if the Fourth Amendment Effective Date occurs other than on the last day of the Interest Period relating to the applicable Loans.