Common use of Procedure for Term Loan Borrowing Clause in Contracts

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date andDate, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and Date, (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, (ix) in the case of Tranche G Term Loans, the Eighth Amendment Closing Date and (x) in the case of Tranche H Term Loans, the Tenth Amendment Closing Date in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans andLoans, Tranche E Term Loans, Tranche F Term Loans, Tranche G Term Loans and Tranche F H Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent orAgent, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or Agent, (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, (ix) having a Tranche G Term Loan Commitment will make the amount of its pro rata share of the Tranche G Term Loan Commitments available to the Administrative Agent or (x) having a Tranche H Term Loan Commitment will make the amount of its pro rata share of the Tranche H Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or), the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or ), the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans), the Eighth Amendment Effective Closing Date (in the case of Tranche G Term Loans) or the Tenth Amendment Effective Closing Date (in the case of Tranche H Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Parent Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:30 P.M., New York City time), and shall be irrevocable after fundingat least (a) on (i) in the case of the Initial Term Loans, three Business Days prior to the Closing Date, if all or any part of the Term Loans are to be initially Eurocurrency Loans or (b) one Business Day prior to the Closing Date, otherwise, specifying (i) the amount to be borrowed, (ii) in whether the case of Term Loans are to be initially Eurocurrency Loans, ABR Loans or a combination thereof and (iii) if the Tranche B Refinancing Term Loans are to be entirely or partly Eurocurrency Loans, the First Incremental Amendment Effective Date, (iii) in respective amounts of each such Type of Loan and the case respective lengths of the Tranche B Initial initial Interest Periods therefor. All Term Loans, Loans incurred and/or maintained during the First Incremental Amendment Closing Date, (iv) in first and second weeks following the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, shall be incurred and/or maintained as ABR Loans (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F B Dollar Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term ) or as Eurocurrency Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedwith a one-week Interest Period applicable thereto. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment Lender will make the amount of its pro rata share (based on its Tranche B Dollar Term Loan Percentage or Tranche B Euro Term Loan Percentage, as the case may be) of each Tranche of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Parent Borrower at the office of the Administrative Agent specified in Section subsection 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date Dollars (in the case of Tranche F B Dollar Term Loans) or in Euros (in the case of Tranche B Euro Term Loans) and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, Date and (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Loans and Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, or (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), ) or the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date andDate, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and Date, (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, (ix) in the case of Tranche G Term Loans, the Eighth Amendment Closing Date, (x) in the case of Tranche H Term Loans, the Tenth Amendment Closing Date and, (xi) in the case of Tranche I Term Loans, the Fourteenth Amendment Closing Date and (xii) in the case of Tranche J Term Loans, the Fifteenth Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans, Tranche E Term Loans, Tranche F Term Loans, Tranche G Term Loans, Tranche H Term Loans and, Tranche E I Term Loans and Tranche F J Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent orAgent, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or Agent, (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, (ix) having a Tranche G Term Loan Commitment will make the amount of its pro rata share of the Tranche G Term Loan Commitments available to the Administrative Agent, (x) having a Tranche H Term Loan Commitment will make the amount of its pro rata share of the Tranche H Term Loan Commitments available to the Administrative Agent or, (xi) having a Tranche I Term Loan Commitment will make the amount of its pro rata share of the Tranche I Term Loan Commitments available to the Administrative Agent or (xii) having a Tranche J Term Loan Commitment will make the amount of its pro rata share of the Tranche J Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or), the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or ), the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans), the Eighth Amendment Closing Date (in the case of Tranche G Term Loans), the Tenth Amendment Closing Date (in the case of Tranche H Term Loans) or, the Fourteenth Amendment Closing Date (in the case of Tranche I Term Loans) or the Fifteenth Amendment Closing Date (in the case of Tranche J Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower may borrow under the Term A Loan Commitments only on the Effective Date; provided that the Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.11:00 A.M. (New York City time) at least (a) three Business Days prior to the Effective Date, if all or any part of the requested Term Loans are to be initially Eurodollar Loans, or (b) one Business Day prior to the Effective Date, otherwise), specifying in each case (i) the amount to be borrowed, (ii) the requested Effective Date, (iii) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Type of Loan and the length of the initial Interest Periods therefor, and (v) the amount of Term A Loans. The Term Loan Commitments shall expire at 5:00 P.M., New York City time, and on the Effective Date, whether or not the Term Loans thereunder are made. Each borrowing under the Term Loan Commitments shall be irrevocable after funding) on in an amount equal to (iA) in the case of the Initial Term ABR Loans, the Closing Date, $1,000,000 or a whole multiple of $1,000,000 in excess thereof and (iiB) in the case of the Tranche B Refinancing Term Eurodollar Loans, the First Incremental Amendment Effective Date, (iii) $5,000,000 or a whole multiple of $5,000,000 in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedexcess thereof. Upon receipt of any such noticenotice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 thereof not later than 9:00 A.M., New York City time, on the Closing Date (in Effective Date. Not later than 12:00 Noon, New York City time, on the case of the Initial Effective Date, each Lender shall make an amount equal to its Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately A Loan Commitment available to the Administrative AgentAgent at its office specified in subsection 11.2 in U.S. Dollars and in immediately available funds. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Parent Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.(a) 12:30 P.M., New York City time, at least three Business Days prior to the Effective Date, if all or any part of the Term Loans are to be initially Eurocurrency Loans made in Dollars, (b) 11:00 A.M., London time, at least three Business Days prior to the Effective Date, if any part of the Tranche A Term Loans are to be initially Eurocurrency Loans made in any Designated Foreign Currency or (c) 12:30 P.M., New York City time, at least one Business Day prior to the Effective Date, otherwise) requesting that the Term Loan Lenders make the Term Loans on the Effective Date and shall be irrevocable after funding) on specifying (i) in the case of the Initial Term Loans, the Closing Dateamount to be borrowed, (ii) in whether the case of Term Loans are to be initially Eurocurrency Loans, ABR Loans or a combination thereof, and (iii) if the Tranche B Refinancing Term Loans are to be entirely or partly Eurocurrency Loans, the First Incremental Amendment Effective Date, (iii) in respective amounts of each such Type of Loan and the case respective lengths of the initial Interest Periods therefor and, if the Eurocurrency Loans in respect of any part of the borrowing of Tranche B Initial A Term LoansLoans are to be made entirely or partly in any Designated Foreign Currency, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedDesignated Foreign Currency thereof. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment Lender will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Parent Borrower at the office of the Administrative Agent specified in Section subsection 11.2 prior to 10:00 A.M., New York City time, or at such other office of the Administrative Agent or at such other time as to which the Administrative Agent shall notify such Term Loan Lender and the Parent Borrower reasonably in advance of the Effective Date with respect thereto, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) Dollars or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) applicable Designated Foreign Currency and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 (i) 12:00 Noon, New York City time, one Business Day prior to the anticipated Closing Date in the event the Term Loans requested to be made on the Closing Date shall be Base Rate Loans or (ii) 11:00 A.M., New York City time, and three Business Days prior to the anticipated Closing Date in the event the Term Loans requested to be made on the Closing Date shall be irrevocable after fundingEurodollar Loans) requesting that the Term Lenders make the Term Loans on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.Not later than 12:00 Noon, New York City time, on the Closing Date (in the case of the Initial Date, each Term Loans), the First Incremental Amendment Effective Date (in the case of the Lender having a commitment to make a Tranche B Refinancing A-2 Term Loans), the First Incremental Amendment Closing Date (in the case of the Loan or Tranche B Initial B-2 Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Loan shall make available to the Administrative Agent, an amount in immediately available funds equal to the Tranche A-2 Term Loan or Tranche B-2 Term Loan to be made by such Lender (provided that, unless otherwise agreed by the Administrative Agent and an Existing Lender, the Existing Tranche A-2 Term Loans and Existing Tranche B-2 Term Loans of each Existing Lender having a Tranche A-2 Term Commitment or Tranche B-2 Term Commitment will automatically be deemed to be amended, restated, continued or converted as a Tranche A-2 Term Loan or Tranche B-2 Term Loan, as applicable, and to have been made available to the Borrower as such on the Closing Date). The Administrative Agent shall on such date credit the account of the Borrower on the books of the Funding Office of the Administrative Agent with the aggregate of the amounts of Tranche A-2 Term Loans and Tranche B-2 Term Loans made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative AgentTerm Lenders.

Procedure for Term Loan Borrowing. The Borrower Representative shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City timetime (or such later time as may be agreed by the Administrative Agent in its reasonable discretion), and shall be irrevocable after revocable at any time prior to funding) on one Business Day prior to (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Loans to be borrowed by each applicable Borrower or (ii) the Third Amendment Effective Date specifying the amount of Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedborrowed by each applicable Borrower. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender will make (ia) having an in the case of the Initial Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Initial Term Loan Percentage) of the applicable Initial Term Loan Commitments available to and (b) in the Administrative Agent, (ii) having a case of the Tranche B Refinancing Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Tranche B Term Loan Percentage) of the Tranche B Refinancing Term Loan Commitments available to the Administrative AgentCommitments, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agentas applicable, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the applicable Borrower or Borrowers at the office of the Administrative Agent specified in Section Subsection 11.2 prior to 10:00 A.M., New York City timetime (or, if the time period for the Borrower Representative’s delivery of notice was extended, such later time as agreed to by the Borrower Representative and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice), on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), or the Third Amendment Closing Date (in the case of the Tranche C Term Loans)Effective Date, the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) oras applicable, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the each applicable Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.”

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing DateDate and, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, and (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term LoansLoans and, Tranche D Term Loans and, and Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative AgentAgent or, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, or (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans)) or, the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, or the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.. 1003003016v2 #895889271003585382v58

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 (i) 10:00 A.M., New York City time, and shall be irrevocable after funding) on (i) time one Business Day before the Initial Funding Date in the case of the Initial Term Loans, the Closing Date, Loans and (ii) (a) in the case of the Tranche B Refinancing Term Eurodollar Loans, the First Incremental Amendment Effective Date10:00 A.M., New York City time three Business Days before a Subsequent Term Loan Funding Date and (iiib) in the case of the Tranche B Initial Term Base Rate Loans, the First Incremental Amendment Closing 10:00 A.M., New York City time one Business Day before a Subsequent Term Loan Funding Date, (iv) in the case of the Tranche B Delayed Draw Subsequent Term Loans, ) requesting that the Tranche B Delayed Draw Closing Term Lenders make the Initial Term Loans on the Initial Funding Date or the Subsequent Term Loans on a Subsequent Term Loan Funding Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed, which shall be a minimum of $1,500,000 and in increments of $500,000 in excess thereof. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable corresponding Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.Not later than 12:00 Noon, New York City time, on the Closing Date (in the case of the Initial Funding Date, each Term Lender with an Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Commitment shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Initial Term Loans to be made by such Lender. Not later than 12:00 Noon, New York City time, on a Subsequent Term Loan Funding Date for Subsequent Term Loans, each Term Lender with a Subsequent Term Commitment (or remaining amount (if any) of Initial Term Commitment) shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Subsequent Term Loans to be made by such Lender on such Subsequent Term Loan Funding Date. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing DateDate and, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, Date and (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term LoansLoans and, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F D Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, or (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, Agent or (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans)) or, the Third Amendment Closing Date (in the case of the Tranche C Term Loans), ) or the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice in the form of Exhibit F (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:00 Noon, New York City time, and shall be irrevocable after funding(a) on (i) two Business Days prior to the anticipated Amendment No. 3 Effective Date, in the case of the Initial Term Eurodollar Loans, or (b) one Business Day prior to the Closing anticipated Amendment No. 3 Effective Date, (ii) in the case of the Tranche B Refinancing Term ABR Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, case or such later date or time as the Administrative Agent may agree) requesting that the Term Lenders make the Term Loans on the Amendment No. 3 Effective Date and specifying the amount to be borrowed (which shall include the amount of the Initial Existing Term Loans to be continued as Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed). Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 Not later than 9:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment No.3 Effective Date (in the case of the Tranche B Refinancing each Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent Lender shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender (it being understood that on the Lenders Amendment No. 3 Effective Date, the Existing Term Loans of each Term Lender that is a Continuing Term Lender shall automatically be continued as Term Loans in an amount equal to such Lender’s Continuing Term Commitment and no additional funds shall be provided by such Term Lender in like funds as received respect thereof); provided, that if any Term Lender has not funded its portion of the Term Loan to be funded by it by 9:00 A.M., New York City time on the Amendment No. 3 Effective Date and has not indicated to the Administrative Agent.Agent that it will not be funding such portion of its Term Loan, the Administrative Agent is authorized to advance such Term Lender’s portion of its Term Loan; provided further, that such Term Lender shall fund the portion of its Term Loan to be funded by it on the Amendment No. 3 Effective Date no later than 12:00 Noon, New York City time on the Amendment No. 3

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date andDate, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and and, (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, and (ix) in the case of Tranche G Term Loans, the Eighth Amendment Closing Date in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans andLoans, Tranche E Term Loans and, Tranche F Term Loans and Tranche F G Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent orAgent, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or or, (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent or (ix) having a Tranche G Term Loan Commitment will make the amount of its pro rata share of the Tranche G Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or), the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or or, the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) or the Eighth Amendment Effective Closing Date (in the case of Tranche G Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower may borrow under the Term Loan Commitments during the Term Loan Commitment Period on any Business Day, provided that, the Borrower shall have given deliver to the Administrative Agent notice a Borrowing Notice (which notice Borrowing Notice must have been be received by the Administrative Agent prior to 9:00 A.M.to, New York City time, and shall be irrevocable after funding) on (i) in with respect to the case of Committed Term Loans to be made on the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, one Business Day prior to the Effective Date and (ii) with respect to Committed Term Loans to be made on any date after the Closing Date Effective Date, 12:00 Noon, New York City time (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the Initial Term Loans)requested Borrowing Date, the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Base Rate Loans), specifying (x) the First Incremental Amendment Closing amount and Type of Term Loans to be borrowed, (y) the requested Borrowing Date and (z) in the case of the Tranche B Initial Term Eurodollar Loans), the Tranche B Delayed Draw Closing Date (in the case length of the Tranche B Delayed Draw initial Interest Period therefor. The Committed Term Loans made on the Effective Date shall initially be Base Rate Loans), and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the Third Amendment Closing date which is the earlier of (i) 30 days after the Effective Date and (ii) the date upon which the Administrative Agent shall determine in its sole discretion that the case primary syndication has been completed. Each borrowing of Committed Term Loans in excess of $275,000,000 shall be in an amount equal to or greater than $15,000,000. Upon receipt of such Borrowing Notice the Tranche C Administrative Agent shall promptly notify each Term Loans)Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Fourth Amendment Closing proposed Borrowing Date (in the case of the Tranche D each Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Loan Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender, except to the extent such Lender has been deemed to make a Term Loan pursuant to Section 2.1(b). The Administrative Agent shall on such date credit the account of make available to the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agentfunds.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent notice an irrevocable Notice of Borrowing (which notice must have been be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding(x) on noon one (i1) in the case of the Initial Term Loans, Business Day prior to the Closing Date, Date (iior such shorter period as reasonably approved by the Administrative Agent) in or (y) noon on the case of eleventh (11th) Business Day prior to the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B applicable Delayed Draw Term Loans, Funding Date (or such shorter period as approved by the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing DateAdministrative Agent)), in each case, specifying requesting that the amount of Lenders make the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Loans on the Closing Date or the Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loanson the applicable Delayed Draw Funding Date, as applicable, and specifying the amount to be borrowed; provided that each borrowing of Delayed Draw Term Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof. Upon receipt of such noticeNotice of Borrowing, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Not later than 2:00 P.M. on the applicable Borrowing Date each Lender (i) having an Initial Term Loan Commitment will shall make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make an amount in immediately available funds in the amount requested in the applicable Notice of its pro rata share Borrowing and, upon receipt of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to all requested funds by the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified shall wire all such funds to the Borrower in Section 11.2 prior to 10:00 A.M., New York City time, on immediately available funds in accordance with the Closing Date (directions set forth in the case Notice of Borrowing (and any flow of funds attached thereto); provided, however, that the Initial Term Loans), the First Incremental Amendment Effective Date (Borrower may request in the case Notice of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available Borrowing that Lenders fund their Loans directly to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of requested Borrowing Date and, unless the Borrower has delivered a written notice (which may be by email) by not later than 12:00 P.M. on the succeeding Business Day stating that a Lender has not funded its Loan, the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent may deem all such Loans funded by the Lenders and make the appropriate recordation of such Loans in like funds as received by the Administrative AgentRegister.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term LoansLoans to be borrowed, (ii) the Second Amendment Effective Date specifying the amount of Original Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D B-2 Term Loans and, to be borrowed or (iii) the Fourth Amendment Effective Date specifying the amount of Additional Tranche E B-2 Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender will make (ia) having an in the case of the Initial Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Initial Term Loan Percentage) of the Initial Term Loan Commitments available to the Administrative AgentCommitments, (iib) having a in the case of the Original Tranche B Refinancing B-2 Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Original Tranche B-2 Term Loan Percentage) of the Original Tranche B Refinancing B-2 Term Loan Commitments available to and (c) in the Administrative Agentcase of the Additional Tranche B-2 Term Loans, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share (based on its Additional Tranche B-2 Term Loan Percentage) of the Additional Tranche B Initial B-2 Term Loan Commitments available to the Administrative AgentCommitments, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agentas applicable, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section Subsection 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in or the case of the Initial Term Loans), the First Incremental Second Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans)Date, the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans)as applicable, the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.”

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the anticipated Closing Date (Date, in the case of the Initial Closing Date Term Loans), (ii) 10:00 A.M., New York City time, on the First Incremental Amendment Effective Date (proposed Borrowing Date, in the case of the Tranche B Refinancing initial borrowing of Tender Offer Term Loans)Loans and (iii) one Business Day prior to the proposed Borrowing Date, the First Incremental Amendment Closing Date (in the case of the Tranche B Initial final borrowing of Tender Offer Term Loans), ) requesting that the Tranche B Delayed Draw Term Lenders make the Closing Date Term Loans on the Closing Date or the Tender Offer Term Loans on any proposed Borrowing Date, and specifying the amount to be borrowed (which, in the case of the Tranche B Delayed Draw initial borrowing of Tender Offer Term Loans), shall be an amount (rounded up to the Third Amendment Closing Date nearest whole multiple of $1,000,000) equal to the aggregate principal amount of Senior Subordinated Notes to be repurchased on the corresponding Borrowing Date, plus accrued interest and any fees (including consent fees) and make-whole premiums payable in connection therewith and, in the case of the Tranche C final borrowing of Tender Offer Term Loans, shall be an amount equal to the remaining unfunded Tender Offer Term Commitments or such lesser amount as the Borrower may designate that is a whole multiple of $1,000,000), the Fourth Amendment . The Closing Date (in Term Loans made on the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in and the case Tender Offer Term Loans made on the respective Borrowing Dates shall initially be Base Rate Loans. Upon receipt of such notice the Tranche E Administrative Agent shall promptly notify each corresponding Term Loans) or Lender thereof. Not later than 12:00 Noon, New York City time, on the Seventh Amendment Effective Closing Date, each Term Lender with a Closing Date (in the case of Tranche F Term Loans) in funds immediately Commitment shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Closing Date Term Loans to be made by such Lender. Not later than 12:00 Noon, New York City time, on the corresponding Borrowing Date for each Tender Offer Term Loan, Table of Contents each Term Lender with a Tender Offer Term Commitment shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Tender Offer Term Loans to be made by such Lender on such Borrowing Date. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, (i) three Business Days prior to the requested Term Loan Borrowing Date, if all or any part of the Loans are to be Eurodollar Loans, or (ii) one Business Day prior to such Term Loan Borrowing Date, otherwise) requesting that the Term Lenders make the Term Loans on the Merger Date and specifying (x) the amount to be 32 27 borrowed, (y) whether the borrowing is to be of Eurodollar Loans, Base Rate Loans or a combination thereof and (z) if the borrowing is to be entirely or partly Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods thereof; provided that the initial Term Loans shall be made on the Closing Date and thereafter Term Loans may be made two additional times prior to the Merger Date to prepay Interim Loans as provided in Section 4.16(a) and to pay for Capital Stock of Dawsxx xxxdered under the Tender Offer and on the Merger Date and the Term Loans shall be allocated on a pro rata basis between the Tranche A Term Loans and the Tranche B Term Loans. Each borrowing under the Term Loan Commitments shall be in an amount equal to (x) in the case of the Initial Term Base Rate Loans), the First Incremental Amendment Effective Date $1,000,000 or a whole multiple thereof and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice the Administrative Agent shall promptly notify each Term Lender thereof and of the amount of Term Loans constituting Tranche A Term Loans and Tranche B Refinancing Term Loans), the First Incremental Amendment Closing respectively. Not later than 12:00 Noon, New York City time, on each Term Loan Borrowing Date (in the case of the Tranche B Initial each Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. (a) The Borrower shall have given deliver to the Administrative Agent notice a Borrowing Notice (which notice must have been be received by the Administrative Agent prior to 9:00 11:00 A.M., New York City Chicago time one Business Day prior to the anticipated Closing Date) requesting that the Tranche A Term Loan Lenders make Tranche A Term Loans, the Tranche B Term Loan Lenders make Tranche B Term Loans and the Capital Markets Loan Lenders make Capital Markets Term Loans, in each case on the Closing Date. The Term Loans made on the Closing Date shall initially be Base Rate Loans, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the Syndication Date. Upon receipt of such Borrowing Notice the Administrative Agent shall promptly notify each Tranche A Term Loan Lender, each Tranche B Term Loan Lender and each Capital Markets Term Loan Lender thereof. Not later than 1:00 P.M., Chicago time, and shall be irrevocable after funding) on the Closing Date (i) each Tranche A Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the case of the Initial Tranche A Term Loans, Loan to be made by such Lender on the Closing Date, (ii) in the case of the each Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will Lender shall make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a at the Funding Office an amount in immediately available funds equal to the Tranche E B Term Loan Commitment will make to be made by such Lender on the amount of its pro rata share of the Tranche E Closing Date and (iii) each Capital Markets Term Loan Commitments Lender shall make available to the Administrative Agent or (viii) having a Tranche F at the Funding Office an amount in immediately available funds equal to the Capital Markets Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agentbe made by such Lender. The Administrative Agent shall on such date credit the account of make available to the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche A Term Loan Lenders, the Tranche B Term Loan Lenders and the Capital Markets Term Loan Lenders in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower may borrow under the Term Loan Commitments during the Term Loan Commitment Period on any Business Day; provided that the Borrower shall have given give the Administrative Agent irrevocable notice (by delivering to the Administrative Agent a Notice of Borrowing, which notice Notice of Borrowing must have been be received by the Administrative Agent prior to 9:00 A.M.12:00 Noon, New York City time, and shall be irrevocable after funding(a) on (i) three Business Days prior to the requested Borrowing Date, in the case of the Initial Term Eurodollar Loans, or (b) one Business Day prior to the Closing requested Borrowing Date, in the case of Base Rate Loans), specifying (i) the amount and Type of Term Loans to be borrowed, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, requested Borrowing Date and (iii) in the case of the Tranche B Initial Term Eurodollar Loans, the First Incremental Amendment Closing Date, length of the initial Interest Period therefor. Each borrowing under the Term Loan Commitments shall be in an amount equal to (ivx) in the case of the Tranche B Delayed Draw Term Base Rate Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the Tranche B Delayed Draw Closing Datethen aggregate Available Term Loan Commitments are less than $1,000,000, such lesser amount) and (vy) in the case of the Tranche C Term Eurodollar Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof; provided that, notwithstanding the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loansforegoing, the Fourth Amendment Borrower may borrow Base Rate Loans under the Term Loan Commitments on the Closing Date andso long as the Notice of Borrowing with respect thereto is delivered to the Administrative Agent prior to 12:00 Noon, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedNew York time on such date. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Term Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments each borrowing available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 Funding Office prior to 10:00 A.M.12:00 Noon, New York City time, on the Closing Borrowing Date (in requested by the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Borrower in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts Such borrowing will then be made available to the Borrower, upon its instructions, by the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice in the form of Exhibit E (which notice must have been be received by the Administrative Agent prior to 9:00 11:00 A.M., New York City time, and shall be irrevocable after funding(a) on (i) three Business Days prior to the requested Borrowing Date, in the case of the Initial Term Eurodollar Loans, or (b) one Business Day prior to the Closing requested Borrowing Date, (ii) in the case of ABR Loans) requesting that the Tranche B Refinancing Term LoansLenders make the Term Loans on the Funding Date, specifying the amount to be borrowed, the First Incremental Amendment Effective Daterequested Borrowing Date and whether such Term Loan shall be Eurodollar Loans or ABR Loans and, (iii) in the case of the Tranche B Initial Term Eurodollar Loans, the First Incremental Amendment Closing Dateinitial Interest Period applicable thereto, (iv) in which shall be a period contemplated by the case definition of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed“Interest Period”. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 Not later than 11:00 A.M., New York City time, on the Closing Funding Date (in the case of the Initial each Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Term Loan to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds. If no election as to the Type of Term Loan is specified, then the requested Term Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a borrowing request in the form of Exhibit E and in like funds as received accordance with this Section, the Administrative Agent shall advise each Term Lender of the details thereof and of the amount of such Term Lender’s Term Loan to be made. Each Term Loan shall be made by the Administrative AgentTerm Lenders ratably in accordance with their applicable Term Commitments; provided that the failure of any Term Lender to make its Term Loan shall not in itself relieve any other Term Lender of its obligation to lend hereunder (it being understood, however, that no Term Lender shall be responsible for the failure of any other Term Lender to make any Term Loan required to be made by such other Term Lender). ABR Loans comprising any Term Loan shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Eurodollar Loans comprising any Term Loan shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as Borrower may request pursuant to Section 2.12. Each Term Lender may at its option make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Term Lender to make such Term Loan; provided that any exercise of such option shall not affect the obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time, subject to Section 2.13. For purposes of the foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Borrowings. Notwithstanding any other provision of this Agreement, Borrower shall not be entitled to request, or to elect to convert or continue, any Eurodollar Tranche if the Interest Period requested with respect thereto would end after the Maturity Date.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice in the form annexed hereto as Exhibit B (the “Borrowing Notice”) (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:00 Noon, New York City time, and shall be irrevocable after fundingat least two (2) on (i) in Business Days prior to the case of the Initial Term Loans, the anticipated Closing Date, (ii) in requesting that the case of applicable Lenders make the Tranche B Refinancing Term Loans, Loans on the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount to be borrowed, which shall be the full amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedLoan Commitments. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Lender thereof. Each On the Closing Date, each Lender (i) having an Initial Term Loan Commitment will shall make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E at the Funding Office an amount in immediately available funds in Dollars equal to the applicable Term Loan Commitment will or Term Loans to be made by such Lender reasonably promptly following the later of (i) 9:00 AM, New York City time and (ii) 30 minutes following satisfaction or waiver of the conditions set forth in Section 5.2. Promptly following receipt of such funds, the Administrative Agent shall make the amount proceeds of its pro rata share of the Tranche E such Term Loan Commitments or Term Loans available to the Borrower, on such Borrowing Date by wire transfer in immediately available funds to a bank account designated in writing by the Borrower to the Administrative Agent. Unless the Administrative Agent shall have been notified by any Lender prior to the date of any Term Loan borrowing that such Lender does not intend to make available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share portion of the Tranche F Term Loan Commitments Loans to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Borrowing Date, and the Administrative Agent, in each case for the account of reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower at the office of a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent specified in Section 11.2 prior by such Lender and the Administrative Agent has made available the same to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans)Borrower, the First Incremental Amendment Effective Date (in Administrative Agent shall be entitled to recover such corresponding amount from such Lender. If such Lender does not pay such corresponding amount forthwith upon the case of the Tranche B Refinancing Term Loans)Administrative Agent’s demand therefor, the First Incremental Amendment Closing Date (in Administrative Agent shall promptly notify the case of Borrower and the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available Borrower shall promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date credit the account of the Borrower on the books of such corresponding amount was made available by the Administrative Agent to the Borrower, to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the Federal Funds Effective Rate or (ii) if paid by the Borrower, the then-applicable rate of interest, calculated in accordance with Section 3.6, applicable to ABR Loans. If the aggregate of the amounts made available Borrower and such Lender shall pay interest to the Administrative Agent for the same (or a portion of the same) period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Lenders and in like funds as received by the Administrative AgentBorrower for such period.

Procedure for Term Loan Borrowing. The applicable Borrower shall have given deliver to the Administrative Agent notice an irrevocable Committed Loan Notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.2:00 p.m., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term RFR Loans or ABR Loans, one Business Day prior to the anticipated Closing Date, Date and (ii) in the case of the Tranche B Refinancing Term Benchmark Loans, two Business days prior to the First Incremental Amendment Effective anticipated Closing Date; provided, that with respect to the 2024 Delayed Draw Term A Loans, such notice may be received no later than 11:59 p.m., New York City time, on the Business Day prior to the 2024 Delayed Draw Term A Loan Funding Date (or such shorter period as the Administrative Agent and 2024 Delayed Draw Term A Lenders agree to)), requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. Such Committed Loan Notice shall specify (i) the requested Borrowing Date, (ii) the principal amount of Term Loans to be borrowed, (iii) in the case Type of the Tranche B Initial Term Loans, the First Incremental Amendment Closing DateLoan to be borrowed, (iv) in if applicable, the case duration of the Tranche B Delayed Draw Term LoansInterest Period with respect thereto, the Tranche B Delayed Draw Closing Date, and (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedBorrower. Upon receipt of such notice, Committed Loan Notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.Not later than 12:00 Noon, New York City time, on the Closing Date (in or, with respect to the case of 2024 Term B Loans, on the Initial Term Loans), the First Incremental Amendment No. 3 Effective Date (in the case of the Tranche B Refinancing Term Loans)or, the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B with respect to 2024 Delayed Draw Term A Loans, the opening of banking hours in New York City on the 2024 Delayed Draw Term A Loan Funding Date (or such later time as the Borrower agrees to)), the Third Amendment Closing Date (in the case of the Tranche C each Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds in Dollars equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the applicable Borrower on the books of such office of the Administrative Agent (or, with respect to the 2024 Term B Loans, the Escrow Account) with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing DateDate and, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, and (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term LoansLoans and, Tranche D Term Loans and, and Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative AgentAgent or, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, or (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans)) or, the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, or the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the #895889271003585382v5 8 amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower hereby requests a Tranche A Term Loan borrowing on the Effective Date in an amount equal to the aggregate amount of the Tranche A Commitments of the Tranche A Lenders and a Tranche B Term Loan borrowing on the Effective Date in an amount equal to the aggregate amount of the Tranche B Commitments of the Tranche B Lenders. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:00 Noon, New York City time, and shall be irrevocable after funding) on (i) in three Business Days prior to the case Effective Date), if all or any part of the Initial Term Loans are to be initially Eurodollar Loans, the Closing Date, specifying (iia) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans andwhich are initially to be Eurodollar Loans and (b) the respective amounts thereof and the lengths of the initial Interest Periods therefor. To the extent that the Borrower does not deliver a notice pursuant to the immediately preceding sentence, Tranche E the Term Loans and Tranche F Term shall initially be ABR Loans, as applicable, to be borrowed. Upon receipt of any such noticenotice from the Borrower, the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment Lender will make the amount of its pro rata PRO RATA share of the Initial Term Loan Commitments Loans available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 subsection 13.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Dollars and in funds immediately available to the Administrative Agent, PROVIDED that to the extent a Tranche B Lender has a Tranche B Term Loan outstanding under the Existing Credit Agreement (an "EXISTING TRANCHE B TERM LOAN"), such Tranche B Lender may, at its option, elect to have its Existing Tranche B Term Loan be a Tranche B Term Loan under this Agreement to the extent the principal amount of such Existing Tranche B Term Loan does not exceed the Tranche B Commitment of such Tranche B Lender and such Tranche B Lender shall be deemed to have made a Tranche B Term Loan on the Effective Date in an amount equal to the principal amount of such Tranche B Term Loan. The Administrative Agent shall on such date credit the account of the Borrower by 11:00 A.M., New York City time, on the Effective Date, on the books of such office of the Administrative Agent or such other account as specified by the Borrower with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent notice written notice, substantially in the form of Exhibit A-1 hereto (a “Notice of Borrowing”) (which notice Notice of Borrowing must have been be received by the Administrative Agent not later than 12:00 P.M. one (1) Business Day prior to 9:00 A.M.the Closing Date or any Incremental Facility Closing Date in respect of Incremental Term Commitments (or, New York City time, and shall be irrevocable after funding) on (i) in the case of Eurodollar Loans on any such Incremental Facility Closing Date, three (3) Business Days prior thereto (unless waived by the Initial Term LoansAdministrative Agent); provided, however, that if the Borrower wishes to request Eurodollar Loans having an Interest Period of twelve months in duration or less (other than an Interest Period of one, two, three or six months) as provided in the definition of “Interest Period,” the applicable Notice of Borrowing must be received by the Administrative Agent not later than 12:00 P.M. four (4) Business Days prior to such Incremental Facility Closing Date, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them (and not later than 12:00 P.M., three (3) Business Days prior to such Incremental Facility Closing Date, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period has been consented to by such Lenders))) requesting that the applicable Term Lenders make the applicable Term Loans on the Closing Date or any such Incremental Facility Closing Date. Each Notice of Borrowing shall specify (i) the aggregate principal amount to be borrowed, (ii) in the case of requested Borrowing Date (which shall be a Business Day) and (iii) whether such Term Loans being incurred are to be made as ABR Loans or, to the Tranche B Refinancing Term extent permitted hereunder, Eurodollar Loans and, if Eurodollar Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedinitial Interest Period applicable thereto. Upon receipt of such notice, Notice of Borrowing the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Not later than 1:00 P.M. on the Closing Date or any such Incremental Facility Closing Date each Term Lender (i) having an Initial Term Loan Commitment will shall make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E at the Funding Office an amount in immediately available funds equal to the Term Loan Commitment will make the amount of its pro rata share of the Tranche E or Term Loan Commitments available Loans to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on be made by such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative AgentLender.

Procedure for Term Loan Borrowing. The applicable Borrower shall have given deliver to the Administrative Agent notice an irrevocable Committed Loan Notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.2:00 p.m., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term RFR Loans or ABR Loans, one Business Day prior to the anticipated Closing Date, Date and (ii) in the case of the Tranche B Refinancing Term Benchmark Loans, two Business days prior to the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment anticipated Closing Date; provided, (iv) in that with respect to the case of the Tranche B 2024 Delayed Draw Term Loans, such notice may be received no later than 11:59 p.m., New York City time, on the Tranche B Business Day prior to the 2024 Delayed Draw Funding Date (or such shorter period as the Administrative Agent and 2024 Delayed Draw Term Lenders agree to)), requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. Such Committed Loan Notice shall specify (i) the requested Borrowing Date, (vii) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the principal amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed, (iii) the Type of Term Loan to be borrowed, (iv) if applicable, the duration of the Interest Period with respect thereto, and (v) the Borrower. Upon receipt of such notice, Committed Loan Notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.Not later than 12:00 Noon, New York City time, on the Closing Date (in the case of the Initial Term Loans)or, the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B with respect to 2024 Delayed Draw Term Loans, the opening of banking hours in New York City on the 2024 Delayed Draw Funding Date (or such later time as the Borrower agrees to)), the Third Amendment Closing Date (in the case of the Tranche C each Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds in Dollars equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the applicable Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing anticipated Funding Date) requesting that the Term Lenders make the Term Loans on the Funding Date (and specifying the amount to be borrowed, whether such Term Loan shall be Eurodollar Loans or ABR Loans and, in the case of the Initial Term Eurodollar Loans), the First Incremental Amendment Effective initial Interest Period applicable thereto, which shall be a period contemplated by the definition of “Interest Period”. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 11:00 A.M., New York City time, on the Funding Date (in the case of the Tranche B Refinancing each Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Term Loan to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds. If no election as to the Type of Term Loan is specified, then the requested Term Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a borrowing request in accordance with this Section, the Administrative Agent shall advise each Term Lender of the details thereof and in like funds as received of the amount of such Term Lender’s Term Loan to be made. Each Term Loan shall be made by the Administrative AgentTerm Lenders ratably in accordance with their applicable Term Commitments; provided that the failure of any Term Lender to make its Term Loan shall not in itself relieve any other Term Lender of its obligation to lend hereunder (it being understood, however, that no Term Lender shall be responsible for the failure of any other Term Lender to make any Term Loan required to be made by such other Term Lender). ABR Loans comprising any Term Loan shall be in an aggregate principal amount that is (i) an integral multiple of $1.0 million and not less than $5.0 million or (ii) equal to the remaining available balance of the applicable Term Commitments. Eurodollar Loans comprising any Term Loan shall be in an aggregate principal amount that is (i) an integral multiple of $1.0 million and not less than $5.0 million or (ii) equal to the remaining available balance of the applicable Term Commitments. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as Borrower may request pursuant to Section 2.12. Each Term Lender may at its option make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Term Lender to make such Term Loan; provided that any exercise of such option shall not affect the obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time, subject to Section 2.13. For purposes of the foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Borrowings. Notwithstanding any other provision of this Agreement, Borrower shall not be entitled to request, or to elect to convert or continue, any Eurodollar Tranche if the Interest Period requested with respect thereto would end after the Term Loan Maturity Date.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date andDate, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and Date, (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, (ix) in the case of Tranche G Term Loans, the Eighth Amendment Closing Date and, (x) in the case of Tranche H Term Loans, the Tenth Amendment Closing Date and (xi) in the case of Tranche I Term Loans, the Fourteenth Amendment Closing Date in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans, Tranche E Term Loans, Tranche F Term Loans, Tranche G Term Loans and, Tranche E H Term Loans and Tranche F I Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent orAgent, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or Agent, (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, (ix) having a Tranche G Term Loan Commitment will make the amount of its pro rata share of the Tranche G Term Loan Commitments available to the Administrative Agent or, (x) having a Tranche H Term Loan Commitment will make the amount of its pro rata share of the Tranche H Term Loan Commitments available to the Administrative Agent or (xi) having a Tranche I Term Loan Commitment will make the amount of its pro rata share of the Tranche I Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or), the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or ), the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans), the Eighth Amendment Effective Closing Date (in the case of Tranche G Term Loans) or, the Tenth Amendment Effective Closing Date (in the case of Tranche H Term Loans) or the Fourteenth Amendment Closing Date (in the case of Tranche I Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. (a) The Borrower and the Permitted Borrower may borrow under the Delayed-Draw Term Loan Commitments during the Delayed-Draw Commitment Period, provided that the Borrower or the Permitted Borrower (as the case may be) shall have given give the Administrative Agent irrevocable written (or telephonic promptly confirmed in writing) notice (which notice must have been be received by the Administrative Agent prior to 12:00 Noon, New York City time, (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (ii) one Business Day prior to the requested Borrowing Date (which notice may be conditional upon the closing of the portion of the Emmis Acquisition to be financed by such borrowing), in the case of ABR Loans (except that such notice must be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.a.m., New York City time, on the Closing Delayed-Draw Effective Date (in the case of ABR Loans requested to be borrowed on such date)) specifying (i) the Initial amount and Type of Delayed-Draw Term Loans)Loans to be borrowed, (ii) the First Incremental Amendment Effective requested Borrowing Date and (iii) in the case of the Tranche B Refinancing Term Eurodollar Loans), the First Incremental Amendment Closing Date respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each such notice shall be given by the Borrower in the form of Exhibit J. Each Borrowing under the Delayed-Draw Term Loan Commitments shall be in an amount equal to (A) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the Tranche B Initial then aggregate amount of unused Delayed-Draw Term Loans)Loan Commitments is less than $1,000,000, the Tranche B Delayed Draw Closing Date such lesser amount) and (B) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $100,000 thereof. Upon receipt of such notice the Tranche B Delayed Administrative Agent shall promptly notify each Delayed-Draw Term Loans)Loan Lender thereof. Not later than 12:00 Noon, the Third Amendment Closing Date (in the case of the Tranche C New York City time, on such Borrowing Date, each Delayed-Draw Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Loan Lender shall make available to the Administrative AgentAgent at its office specified in subsection 10.2 an amount in immediately available funds equal to the Delayed-Draw Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower and the Permitted Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Delayed-Draw Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent notice notice, in substantially the form attached hereto as Exhibit S, specifying the amount of the Initial Term Loans or the Tranche B Term Loans to be borrowed, whether the borrowing is to be of Eurocurrency Loans or ABR Loans or a combination thereof and if the borrowing is to be of more than one Type of Loan, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor (if applicable) and the proposed Borrowing Date (which notice must have been received by the Administrative Agent prior to 9:00 A.M.by (i) 12:00 P.M., New York City time, and shall at least three Business Days (or such shorter period as may be irrevocable after fundingagreed by the Administrative Agent in its reasonable discretion) on (i) in prior to the case of the Initial Term Loans, the Closing Date, requested Borrowing Date for Eurocurrency Loans or (ii) 12:00 P.M., New York City time, at least one Business Day (or such later time as may be agreed by the Administrative Agent in its reasonable discretion) prior to the case of the Tranche B Refinancing Term requested Borrowing Date for ABR Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed). Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender (ia) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loans to be borrowed (subject to its Initial Term Loan Commitments Commitment) available to the Administrative Agent, and (iib) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loans to be borrowed (subject to its Tranche B Term Loan Commitments available to the Administrative AgentCommitment) available, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agentas applicable, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 subsection 10.2 prior to 10:00 A.M.2:00 P.M., New York City timetime (or, if the time period for the Borrower’s delivery of notice was extended, such later time as agreed to by the Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice) on the Closing Date (in the case of the Initial Term Loans), or the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans)Date, the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans)as applicable, the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of by wire transfer as directed by the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.”

Procedure for Term Loan Borrowing. The Borrower may borrow under the Term Loan Commitments during the Term Loan Commitment Period on any Business Day, provided that the Borrower shall have given give the Administrative Agent irrevocable telephonic notice (which notice must have been be received by the Administrative Agent prior to 9:00 11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, if all or any part of the requested Term Loans are to be initially Eurodollar Loans or (b) on the requested Borrowing Date, otherwise), specifying (i) the aggregate amount to be borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amounts of such Type of Loan and the lengths of the initial Interest Period therefor. Each borrowing under the Term Loan Commitments shall be irrevocable after funding) on in an amount equal to (ix) in the case of the Initial Term ABR Loans, $500,000 or a whole multiple thereof (or, if the Closing Datethen Available Term Loan Commitments are less than $500,000, such lesser amount) and (iiy) in the case of the Tranche B Refinancing Term Eurodollar Loans, the First Incremental Amendment Effective Date$5,000,000, (iii) or a whole multiple of $500,000 in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedexcess thereof. Upon receipt of any such noticenotice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments each borrowing available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 subsection 13.2 prior to 10:00 A.M.1:00 P.M., New York City time, on the Closing Borrowing Date (in requested by the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Borrower in funds immediately available to the Administrative Agent. The Administrative Such borrowing will then be made available to the Borrower by the Agent shall on such date credit crediting the account of the Borrower on the books of the Administrative Agent such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing DateDate and, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, Date and (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term LoansLoans and, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F C Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, or (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, or (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans)) or, the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), ) or the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice in the form of Exhibit E (which notice must have been be received by the Administrative Agent prior to 9:00 11:00 A.M., New York City time, and shall be irrevocable after funding(a) on (i) three Business Days prior to the requested Borrowing Date, in the case of the Initial Term Eurodollar Loans, or (b) one Business Day prior to the Closing requested Borrowing Date, (ii) in the case of ABR Loans) requesting that the Tranche B Refinancing Term LoansLenders make the Term Loans on the Funding Date, specifying the amount to be borrowed, the First Incremental Amendment Effective Daterequested Borrowing Date and whether such Term Loan shall be Eurodollar Loans or ABR Loans and, (iii) in the case of the Tranche B Initial Term Eurodollar Loans, the First Incremental Amendment Closing Dateinitial Interest Period applicable thereto, (iv) in which shall be a period contemplated by the case definition of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed“Interest Period”. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 Not later than 11:00 A.M., New York City time, on the Closing Funding Date (in the case of the Initial each Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in Dollars in immediately available funds equal to the Term Loan to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds. If no election as to the Type of Term Loan is specified, then the requested Term Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a borrowing request in the form of Exhibit E and in like funds as received accordance with this Section, the Administrative Agent shall advise each Term Lender of the details thereof and of the amount of such Term Lender’s Term Loan to be made. Each Term Loan shall be made by the Administrative AgentTerm Lenders ratably in accordance with their applicable Term Commitments; provided that the failure of any Term Lender to make its Term Loan shall not in itself relieve any other Term Lender of its obligation to lend hereunder (it being understood, however, that no Term Lender shall be responsible for the failure of any other Term Lender to make any Term Loan required to be made by such other Term Lender). ABR Loans comprising any Term Loan shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Eurodollar Loans comprising any Term Loan shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as Borrower may request in accordance herewith. Each Term Lender may at its option make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Term Lender to make such Term Loan; provided that any exercise of such option shall not affect the obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of Term Loans of more than one Type may be outstanding at the same time, subject to Section 2.13. For purposes of the foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate borrowings. Notwithstanding any other provision of this Agreement, Borrower shall not be entitled to request, or to elect to convert or continue, any Eurodollar Tranche if the Interest Period requested with respect thereto would end after the Term Loan Maturity Date.

Procedure for Term Loan Borrowing. The Borrower may borrow the Term Loans (i) on the Effective Date, in the case of the Tranche A Term Loans and the Tranche B Term Loans, or (ii) on any Business Day during the period from the Effective Date to and including the third anniversary of the Effective Date, in the case of the Multi-Draw Term Loans, provided that the Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:30 P.M., New York City time, at least (a) three Business Days prior to the requested Borrowing Date, if all or any part of the Term Loans are to be initially Eurodollar Loans or (b) one Business Day prior to the requested Borrowing Date, otherwise) requesting that the Term Loan Lenders make the Term Loans on the requested Borrowing Date and shall be irrevocable after funding) on specifying (i) in the case of the Initial Tranche A Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Loans and Multi-Draw Term Loans, the Tranche B Delayed Draw Closing Dateamount to be borrowed, (vii) in whether the case of Term Loans are to be initially Eurodollar Loans, ABR Loans or a combination thereof, and (iii) if the Tranche C Term Loans are to be entirely or partly Eurodollar Loans, the Third Amendment Closing Date, (vi) in respective amounts of each such Type of Loan and the case respective lengths of the Tranche D Term Loans, initial Interest Periods therefor. Each borrowing under the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Multi-Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, Loan Commitments shall be in an amount at least equal to be borrowed$25,000,000. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment Lender will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 subsection 12.2 prior to 12:00 Noon (or 10:00 A.M., in the case of the borrowings of Tranche A Term Loans and Tranche B Term Loans on the Effective Date), New York City time, on the Closing requested Borrowing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Dollars and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:30 P.M., New York City time), and shall be irrevocable after fundingat least (a) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, three Business Days prior to the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case Date if all or any part of the Tranche C Term LoansLoans are to be initially Eurodollar Loans or (b) one Business Day prior to the First Amendment Effective Date in all other cases requesting that the Tranche C Term Loan Lenders and Continuing Term Loan Lenders make the Tranche C Term Loans (which, the Third Amendment Closing Date, (vi) in the case of the Tranche D a Continuing Term LoansLoan Lender, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E may be made by converting Converted Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Loans into Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans ) on the First Amendment Effective Date and Tranche F Term Loans, as applicable, specifying (i) the amount to be borrowed, (ii) whether the Tranche C Term Loans are to be initially Eurodollar Loans, ABR Loans or a combination thereof and (iii) if the Tranche C Term Loans are to be entirely or partly Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Tranche C Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment Lender will (except, with respect to any Continuing Term Loan Lender, to the extent of any of its Original Term Loans converted into Tranche C Term Loans pursuant to subsection 2.5(b)) make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section subsection 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Dollars and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche C Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The In the case of the Tranche A --------------------------------- Term Loans and the Tranche B Term Loans, the Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.2:00 P.M., New York City time, one Business Day prior to the requested Borrowing Date) requesting that the Tranche A Term Loan Lenders and the Tranche B Term Loan Lenders make such Term Loans on the requested Borrowing Date (which must be a Business Day) and specifying the amount to be borrowed. All Tranche A Term Loans and Tranche B Term Loans initially shall be made as ABR Loans and shall be in an amount equal to $1,000,000 or a whole multiple of $500,000 in excess thereof. In the case of Acquisition Term Loans, the Borrower may borrow under the Acquisition Term Loan Commitments during the period prior to October 27, 1998 on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable after funding-------- notice (which notice must be received by the Administrative Agent prior to (a) on (i) 3:00 P.M., New York City time, three Business Days prior to the requested Borrowing Date, in the case of the Initial Term Eurodollar Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viiib) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 11:00 A.M., New York City time, on the Closing Date (requested Borrowing Date, in the case of the Initial Term ABR Loans), specifying (i) the First Incremental Amendment Effective amount and Type of Acquisition Term Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of the Tranche B Refinancing Term Eurodollar Loans), the First Incremental Amendment Closing Date respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each borrowing under the Acquisition Term Loan Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the Tranche B Initial then unused Acquisition Term Loans)Loan Commitments of all Acquisition Term Loan Lenders aggregate less than $1,000,000, the Tranche B Delayed Draw Closing Date such lesser amount) and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Any Term Loans which are made on the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date may not be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the earlier of (a) the date which is 60 days after the Closing Date and (b) the date upon which the Administrative Agent determines (in good faith) that the case syndication of the Tranche C Commitments is complete. Upon receipt of any such notice the Administrative Agent shall promptly notify each Term Loans)Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Fourth Amendment Closing requested Borrowing Date (in the case of the Tranche D each Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Loan Lender shall make available to the Administrative AgentAgent at its office specified in Section 10.2 an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date andDate, (vii) in the case of the Tranche E Term #94013791v1296130652v5 1008495241v11008495241v6 #96130652v7 Loans, the Fifth Amendment Closing Date and Date, (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing DateDate and, (ix) in the case of Tranche G Term Loans, the Eighth Amendment Closing Date and (x) in the case of Tranche H Term Loans, the Tenth Amendment Closing Date in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans, Tranche E Term Loans, Tranche F Term Loans and, Tranche E G Term Loans and Tranche F H Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent orAgent, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or Agent, (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent or, (ix) having a Tranche G Term Loan Commitment will make the amount of its pro rata share of the Tranche G Term Loan Commitments available to the Administrative Agent or (x) having a Tranche H Term Loan Commitment will make the amount of its pro rata share of the Tranche H Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or), the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or ), the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) or, the Eighth Amendment Effective Closing Date (in the case of Tranche G Term Loans) or the Tenth Amendment Effective Closing Date (in the case of Tranche H Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Parent Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:30 P.M., New York City time), at least (a) three Business Days prior to the First Amendment Effective Date if all or any part of the Tranche B Term Loans are to be initially Eurocurrency Loans or (b) one Business Day prior to the First Amendment Effective Date, in all other cases, requesting that the Tranche B Term Loan Lenders and shall be irrevocable after funding) on Continuing Term Loan Lenders make the Tranche B Term Loans (i) which, in the case of the Initial a Continuing Term Loan Lender, may be made by converting Converted Term Loans into Tranche B Term Loans, ) on the Closing DateFirst Amendment Effective Date and specifying (i) the amount to be borrowed, (ii) in the case of whether the Tranche B Refinancing Term Loans are to be initially Eurocurrency Loans, ABR Loans or a combination thereof and (iii) if the Tranche B Term Loans are to be entirely or partly Eurocurrency Loans, the First Incremental Amendment Effective Date, (iii) in respective amounts of each such Type of Loan and the case respective lengths of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedinitial Interest Periods therefor. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Tranche B Term Loan Lender thereof. Each Lender (i) having an Initial Tranche B Term Loan Commitment Lender will make (except, with respect to any Continuing Term Loan Lender, to the amount extent of any of its pro rata share of the Initial Original Term Loan Commitments available to the Administrative Agent, (ii) having a Loans converted into Tranche B Refinancing Term Loan Commitment will Loans pursuant to subsection 2.5(b)) make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Parent Borrower at the office of the Administrative Agent specified in Section subsection 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Dollars and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche B Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, one Business Day prior to the anticipated Closing Date) requesting that the Term Lenders make the Term Loans on the Closing Date (in and specifying the case of amount to be borrowed. The Term Loans made on the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in shall initially be ABR Loans, unless otherwise agreed by the case Administrative Agent. Upon receipt of such notice the Tranche B Initial Administrative Agent shall promptly notify each Term Loans)Lender thereof. Not later than 12:00 Noon, New York City time, on the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw each Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds. On the Closing Date, each Existing Lenders may continue its respective Loans and Commitments and/or be deemed to assign them to other Existing Lenders and/or Additional Lenders such that after giving effect thereto, along with additional Loans and Commitments made by Existing Lenders and Additional Lenders on the Closing Date, each Lender shall have the respective Loans and Commitments set forth opposite its name on Schedule 1.1A, in like funds each case (i) with the same effect, in the case of such assignments, as received by if they were completed pursuant to an Assignment and Acceptance with respect thereto and (ii) to the Administrative Agentextent an Existing Lender continues a Loan pursuant hereto, such Loan not being deemed repaid and reborrowed, but any Interest Period in effect with respect thereto being deemed terminated and breakage costs, if any, applicable to such deemed termination being payable in accordance with Section 2.20, and (iii) with Loans made, assigned or continued on the Closing Date deemed made as or converted to ABR Loans on the Closing Date, with the Borrower having the right to elect to convert them to Eurocurrency Loans pursuant to the applicable provisions hereof with new Interest Periods commencing not sooner than the fifth Business Day following the Closing Date. To the extent necessary, the applicable provisions hereof shall be deemed amended hereby to permit prepayments on the Closing Date, if any, of Lenders in connection with the reallocation of Loans and Commitments contemplated hereby.

Procedure for Term Loan Borrowing. (a) The Borrower may borrow --------------------------------- under the Delayed Draw Term Loan Commitments on any Business Day during the Delayed Draw Commitment Period, provided that the Borrower shall have given give the -------- Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.1:00 pm, New York City time, and shall be irrevocable after funding(a) on (i) three Business Days prior to the requested Borrowing Date, in the case of the Initial Term Eurodollar Loans, or (b) one Business Day prior to the Closing requested Borrowing Date, in the case of Base Rate Loans), specifying (i) the amount and Type of Delayed Draw Term Loans to be borrowed, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, requested Borrowing Date and (iii) in the case of the Tranche B Initial Term Eurodollar Loans, the First Incremental Amendment Closing Date, length of the initial Interest Period therefor. Each borrowing of Delayed Draw Term Loans under the Delayed Draw Term Loan Commitments shall be in an amount equal to (ivx) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the Tranche B then aggregate Available Delayed Draw Term LoansLoan Commitments are less than $1,000,000, the Tranche B Delayed Draw Closing Date, such lesser amount) and (vy) in the case of the Tranche C Term Eurodollar Loans, the Third Amendment Closing Date, (vi) $5,000,000 or a whole multiple of $1,000,000 in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedexcess thereof. Upon receipt of any such noticenotice from the Borrower, the Administrative Agent shall promptly notify each applicable Delayed Draw Term Loan Lender thereof. Each Lender (i) having an Initial Delayed Draw Term Loan Commitment Lender will make its Delayed Draw Term Percentage of the amount of its pro rata share each borrowing of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 Funding Office prior to 10:00 A.M.12:00 Noon, New York City time, on the Closing Borrowing Date (in requested by the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Borrower in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts Such borrowings will then be made available to the Borrower by the Administrative Agent by the Lenders and promptly in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. (b) . The Borrower shall have given give the Administrative Agent irrevocable notice in the form annexed hereto as Exhibit B (the “Borrowing Notice”) (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:00 Noon, New York City time, and shall be irrevocable after fundingat least two (2) on (i) in Business Days prior to the case of the Initial Term Loans, the anticipated Closing Date, (ii) in requesting that the case of applicable Lenders make the Tranche B Refinancing Term Loans, Loans on the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount to be borrowed, which shall be the full amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedLoan Commitments. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Lender thereof. Each On the Closing Date, each Lender (i) having an Initial Term Loan Commitment will shall make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E at the Funding Office an amount in immediately available funds in Dollars equal to the applicable Term Loan Commitment will or Term Loans to be made by such Lender reasonably promptly following the later of (i) 9:00 AM, New York City time and (ii) 30 minutes following satisfaction or waiver of the conditions set forth in Section 5.2. Promptly following receipt of such funds, the Administrative Agent shall make the amount proceeds of its pro rata share of the Tranche E such Term Loan Commitments or Term Loans available to the Borrower, on such Borrowing Date by wire transfer in immediately available funds to a bank account designated in writing by the Borrower to the Administrative Agent. Unless the Administrative Agent shall have been notified by any Lender prior to the date of any Term Loan borrowing that such Lender does not intend to make available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share portion of the Tranche F Term Loan Commitments Loans to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Borrowing Date, and the Administrative Agent, in each case for the account of reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower at the office of a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent specified in Section 11.2 prior by such Lender and the Administrative Agent has made available the same to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans)Borrower, the First Incremental Amendment Effective Date (in Administrative Agent shall be entitled to recover such corresponding amount from such Lender. If such Lender does not pay such corresponding amount forthwith upon the case of the Tranche B Refinancing Term Loans)Administrative Agent’s demand therefor, the First Incremental Amendment Closing Date (in Administrative Agent shall promptly notify the case of Borrower and the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available Borrower shall promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date credit the account of the Borrower on the books of such corresponding amount was made available by the Administrative Agent to the Borrower, to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the Federal Funds Effective Rate or (ii) if paid by the Borrower, the then-applicable rate of interest, calculated in accordance with Section 3.6, applicable to ABR Loans. If the aggregate of the amounts made available Borrower and such Lender shall pay interest to the Administrative Agent for the same (or a portion of the same) period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Lenders and in like funds as received by the Administrative AgentBorrower for such period.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M.A. M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing DateDate and, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, Date and (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term LoansLoans and, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F C Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, or (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, or (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.A. M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans)) or, the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), ) or the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent notice a Borrowing Request (which notice must have been be received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City timetime (or such later time acceptable to the Administrative Agent)), on the Closing Date (x) in the case of the Initial Term Loans)Funding Date, 15 days prior to the First Incremental Amendment Effective anticipated Initial Funding Date (provided that the Lender shall use commercially reasonable efforts to fund the Initial Term Loans within 3 Business Days after receipt of such notice) and (y) in the case of the Tranche B Refinancing Delayed Draw Term Loans)Funding Date, 5 Business Days prior to the First Incremental Amendment Closing Delayed Draw Term Funding Date, as the case may be, requesting that the applicable Term Lenders make the applicable Term Loans on the Initial Funding Date (or the Delayed Draw Term Funding Date, as applicable, and specifying the amount to be borrowed, which Borrowing Request, only in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B a Delayed Draw Term Loans)Funding Date, may be revoked by the Borrower at any time prior to 2:00 P.M., New York City time, on the date identified in such Borrowing Request as the date of the proposed Borrowing. For the avoidance of doubt, the Third Amendment Closing Borrower may provide notice on the Effective Date (in for the case borrowing on the Initial Funding Date. Upon receipt of such Borrowing Request the Tranche C Administrative Agent shall promptly notify each Term Loans)Lender thereof. Not later than 12:00 noon, New York City time, on the Fourth Amendment Closing Initial Funding Date (in the case of the Tranche D or Delayed Draw Term Loans) or, the Fifth Amendment Closing Funding Date (in the case of the Tranche E each applicable Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office (or at the election of such Term Lender, wire directly to the account of the Borrower specified in the Borrowing Request) an amount in immediately available funds equal to the Term Loan to be made by such Term Lender. The Lender shall provide the Borrower with one day’s notice prior to when the Initial Term Loans will be funded on the Initial Funding Date. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent or Borrower, as applicable, by the Term Lenders and in like funds as received by immediately available funds. The Borrower shall not request any Delayed Draw Term Loans other than during the Administrative AgentDelayed Draw Term Availability Period; provided that such request is for a principal amount of Delayed Draw Term Loans equal to the Aggregate Delayed Draw Term Commitments in effect at such time.

Procedure for Term Loan Borrowing. (a) The Borrower shall have given give the General Administrative Agent irrevocable notice (which notice must have been be received by the General Administrative Agent prior to 9:00 11:00 A.M., New York City Chicago, Illinois time, and shall be irrevocable after funding) on (i) in three Business Days prior to the case anticipated Closing Date, if all or any part of the Initial Tranche A Term Loans or the Tranche B Term Loans, as the case may be, are to be initially Eurodollar Loans, or (ii) one Business Day prior to the anticipated Closing Date, otherwise) requesting that the Tranche A Term Loan Lenders make the Initial Tranche A Term Loans and the Tranche B Term Loan Lenders make the Tranche B Term Loans, in each case on the Closing Date, and specifying (i) the amounts and Types of Initial Tranche A Term Loans and Tranche B Term Loans, respectively, to be borrowed and (ii) in the case of the Tranche B Refinancing Term Eurodollar Loans, the First Incremental Amendment Effective Date, (iii) in respective amounts of each such Type of Loan and the case respective lengths of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedinitial Interest Period therefor. Upon receipt of such notice, notice the General Administrative Agent shall promptly notify each applicable Tranche A Term Loan Lender and each Tranche B Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative AgentNot later than 1:00 P.M., (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative AgentChicago, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City Illinois time, on the Closing Date (each Tranche A Term Loan Lender shall make available to the General Administrative Agent at the Funding Office an amount in the case of immediately available funds equal to the Initial Tranche A Term Loans), Loan to be made by such Lender and each Tranche B Term Loan Lender shall make available to the First Incremental Amendment Effective Date (General Administrative Agent at the Funding Office an amount in the case of immediately available funds equal to the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Loan to be made by such Lender. The General Administrative Agent shall make available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the General Administrative Agent by the Tranche A Term Loan Lenders and the Tranche B Term Loan Lenders in like funds as received by the General Administrative Agent.

Procedure for Term Loan Borrowing. The Term Loan Borrower shall have given deliver to the Administrative applicable Term Loan AdministrativeB Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M.a Borrowing Request, not later than 11:00 a.m., New York City time, and shall be irrevocable after funding) one Business Day before the anticipated ClosingEighth Amendment Effective Date requesting that the applicable Term Loan Lenders make the applicable Term Loans on the ClosingEighth Amendment Effective Date. The Borrowing Request must specify (i) in the case applicable Facility and the principal amount of the Initial applicable Term Loans, the Closing DateLoans to be borrowed, (ii) in the case requested date of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective DateBorrowing (which shall be a Business Day), (iii) in the case Type of the Tranche B Initial Term Loans, the First Incremental Amendment Closing DateLoans to be borrowed, (iv) in the case of the Tranche B Delayed Draw Term Loansa Eurodollar Borrowing or SOFR Borrowing, the Tranche B Delayed Draw Closing Dateinitial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (v) in the case location and number of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, Loan Borrower’s account to which funds are to be borroweddisbursed, which shall comply with the requirements of Section 2.8. Upon receipt of such noticeBorrowing Request, the Administrative applicable Term Loan AdministrativeB Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to Not later than 10:00 A.M.a.m., New York City timetime (or, if later, promptly following the satisfaction of the conditions precedent to the initial extension of credit hereunder set forth in Section 4.1), on the Closing Date (in the case of the Initial Term Loans), the First Incremental ClosingEighth Amendment Effective Date (in the case of the Tranche B each 2024 Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche Loan B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative Agentapplicable Term Loan AdministrativeB Agent an amount in immediately available funds equal to the applicable Term Loans to be made by such Lender. The Administrative Such Term Loan AdministrativeB Agent shall on such date credit make available to the account of the Term Loan Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative such Term Loan AdministrativeB Agent by the Lenders and such Term Loan Lenders, in like funds as received by the Administrative such Term Loan AdministrativeB Agent.

Procedure for Term Loan Borrowing. The Parent Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.(a) 12:30 P.M., New York City time, and shall be irrevocable after funding) on at least three Business Days prior to the Effective Date (i) or, in the case of the Initial Incremental Tranche B Term Loans, the Closing Incremental Tranche B Effective Date), if all or any part of the Term Loans are to be initially Eurocurrency Loans made in Dollars, (b) 11:00 A.M., London time, at least three Business Days prior to the Effective Date, if any part of the Tranche A Term Loans are to be initially Eurocurrency Loans made in any Designated Foreign Currency or (c) 12:30 P.M., New York City time, at least one Business Day prior to the Effective Date (or the Incremental Tranche B Effective Date, as the case may be), otherwise) requesting that the Term Loan Lenders make the Term Loans on the Effective Date (or the Incremental Tranche B Effective Date, as the case may be) and specifying (i) the amount to be borrowed, (ii) in whether the case of Term Loans are to be initially Eurocurrency Loans, ABR Loans or a combination thereof, and (iii) if the Tranche B Refinancing Term Loans are to be entirely or partly Eurocurrency Loans, the First Incremental Amendment Effective Date, (iii) in respective amounts of each such Type of Loan and the case respective lengths of the initial Interest Periods therefor and, if the Eurocurrency Loans in respect of any part of the borrowing of Tranche B Initial A Term LoansLoans are to be made entirely or partly in any Designated Foreign Currency, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedDesignated Foreign Currency thereof. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment Lender will make the amount of its pro rata PRO RATA share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments Loans available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Parent Borrower at the office of the Administrative Agent specified in Section subsection 11.2 prior to 10:00 10.00 A.M., New York City time, on the Closing Date (in the case or at such other office of the Initial Administrative Agent or at such other time as to which the Administrative Agent shall notify such Term Loans), Loan Lender and the First Incremental Amendment Parent Borrower reasonably in advance of the Effective Date (in or the Incremental Tranche B Effective Date, as the case of may be) with respect thereto, on the Effective Date (or the Incremental Tranche B Refinancing Term Loans)Effective Date, the First Incremental Amendment Closing Date (in as the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (may be) in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) Dollars or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) applicable Designated Foreign Currency and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall have given the Administrative Agent notice (which notice must have been received by the Administrative Agent prior to 9:00 A.M., New York City time, and shall be irrevocable after funding) on (i) in the case of the Initial Term Loans, the Closing Date, (ii) in the case of the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term LoansLoans to be borrowed, (ii) the Second Amendment Effective Date specifying the amount of Original Tranche B Refinancing B-2 Term LoansLoans to be borrowed, (iii) the Fourth Amendment Effective Date specifying the amount of Additional Tranche B Initial B-2 Term Loans, Tranche B Delayed Draw Term Loans, Loans to be borrowed or (iv) one Business Day prior to the Seventh Amendment Effective Date specifying the amount of Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender will make (ia) having an in the case of the Initial Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Initial Term Loan Percentage) of the Initial Term Loan Commitments available to the Administrative AgentCommitments, (iib) having a in the case of the Original Tranche B Refinancing B-2 Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Original Tranche B-2 Term Loan Percentage) of the Original Tranche B Refinancing B-2 Term Loan Commitments available to the Administrative AgentCommitments, (iiic) having a in the case of the Additional Tranche B Initial B-2 Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Additional Tranche B-2 Term Loan Percentage) of the Additional Tranche B-2 Term Loan Commitments and (d) in the case of the Tranche B Initial C Term Loan Commitments available to the Administrative AgentLoans, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a based on its Tranche C Term Loan Commitment will make the amount of its pro rata share Percentage) of the Tranche C Term Loan Commitments available to the Administrative AgentCommitments, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent oras applicable, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section Subsection 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans)Date, the First Incremental Second Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans)Date, the Fourth Amendment Closing Effective Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) Date, as applicable, in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.”

Procedure for Term Loan Borrowing. The Borrower shall have given give the --------------------------------- Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.2:00 P.M., New York City time, one Business Day prior to the requested Borrowing Date) requesting that the Term Loan Lenders make the Term Loans on the requested Borrowing Date (which must be a Business Day) and specifying the amount to be borrowed; provided that the aggregate -------- amount of Tranche A Term Loans made by the Tranche A Term Loan Lenders after the Closing Date (after giving effect to the making of such requested Tranche A Term Loans) shall not exceed the Delayed Draw Commitment on the requested Borrowing Date. All Term Loans initially shall be made as ABR Loans and shall be irrevocable after funding) in an amount equal to $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then unused Tranche A Term Loan Commitments of all Tranche A Term Loan Lenders aggregate less than $1,000,000, such lesser amount). Any Term Loans which are made on (i) in the case of the Initial Term Loans, the Closing Date, Date may not be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the earlier of (iia) in the case of date which is 60 days after the Tranche B Refinancing Term Loans, the First Incremental Amendment Effective Date, (iii) in the case of the Tranche B Initial Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viiib) the date upon which the Administrative Agent determines (in good faith) that the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount syndication of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowedCommitments is complete. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Term Loan Lender thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.Not later than 12:00 Noon, New York City time, on the Closing requested Borrowing Date (in the case of the Initial each Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Loan Lender shall make available to the Administrative AgentAgent at its office specified in Section 10.2 an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall have given give the Administrative Agent irrevocable telephonic notice (promptly confirmed in writing), which notice must have been be received by the Administrative Agent prior to 9:00 11:00 A.M., New York City time, and one Business Day prior to the anticipated Borrowing Date (which shall be irrevocable after funding) on (i) the Closing Date in the case of any Tranche B-1 Term Loans, and which shall be a Business Day but no later than April 11, 2002 in the case of the Initial Term Loans, the Closing Date, (ii) in the case borrowing of the Tranche B Refinancing A Term Loans and the Tranche B-2 Term Loans), the First Incremental Amendment Effective Date, (iii) in the case of requesting that the Tranche B Initial A Term Loans, the First Incremental Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term LoansLenders, the Tranche B Delayed Draw Closing Date, (v) in the case of B-1 Term Lenders and/or the Tranche C B-2 Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term LoansLenders, as applicable, make their respective Term Loans on such date and specifying the amount to be borrowed. The Term Loans made pursuant to this subsection 2.5 shall initially be ABR Loans and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month until the date that is 90 days after the Closing Date. Upon receipt of such noticenotice with respect to Tranche A Term Loans, Tranche B-1 Term Loans and/or Tranche B-2 Term Loans, as the case may be, the Administrative Agent shall promptly notify each applicable Tranche A Term Lender, each Tranche B-1 Term Lender and each Tranche B-2 Term Lender, respectively, thereof. Each Lender (i) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loan Commitments available Not later than 10:00 A.M., New York time, on, with respect to the Administrative AgentTranche B-1 Term Loans, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of Closing Date, and, with respect to the Tranche B Refinancing A Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of Loans and the Tranche B Initial B-2 Term Loan Commitments available to Loans, the Administrative AgentBorrowing Date with respect thereto, (iv) having a each Tranche B Delayed Draw Commitment will A Term Lender, each Tranche B-1 Term Lender and each Tranche B-2 Term Lender, as relevant, shall make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E at the Administrative Agent's Payment Office an amount in immediately available funds equal to the Term Loan Commitment will make or Term Loans to be made by such Lender on such date. On the amount date of its pro rata share of the Tranche E Term Loan Commitments available to any borrowing in accordance with this subsection 2.5, the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on the Closing Date (in the case of the Initial Term Loans), the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), the First Incremental Amendment Closing Date (in the case of the Tranche B Initial Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche A Term Lenders, the Tranche B-1 Term Lenders and the Tranche B-2 Term Lenders, as relevant, in like immediately available funds as received (or, in the event that the Borrower specifies in the notice a different account to which such amounts should be transferred, the Administrative Agent shall transfer, by wire transfer, to such account the aggregate amount made available to the Administrative Agent by the Administrative AgentTranche A Term Lenders, the Tranche B-1 Term Lenders and the Tranche B-2 Term Lenders, as relevant, in immediately available funds).

Procedure for Term Loan Borrowing. The Parent Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 A.M.12:30 P.M., New York City time) on, and shall be irrevocable after funding) on (i) in the case of the Initial Tranche B-1 Term Loans, the Business Day immediately prior to the proposed date of Borrowing (including the First Incremental Amendment Closing Date) and (ii, (ii) in the case of the Tranche B Refinancing B-2 Term Loans, the First Incremental Business Day immediately prior to the proposed date of Borrowing (including the Amendment No. 2 Effective Date, ) and (iii) in the case of the Tranche B Initial all other Term Loans, the First Incremental Amendment date of Borrowing (including the Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date), in each case, case specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender (i) having an Initial Term Loan Commitment will make (a) in the case of the Tranche B Term Loans, the amount of its pro rata share (based on its applicable Tranche B Term Loan Percentage) of the Initial applicable Tranche B Term Loan Commitments available to the Administrative AgentLoans and, (iib) having a in the case of the Tranche B Refinancing B-1 Term Loan Commitment will make Loans, the amount of its pro rata share (based on its Tranche B-1 Term Loan Percentage) of the applicable Tranche B Refinancing B-1 Term Loan Commitments available to Loans and (c) in the Administrative Agentcase of Tranche B-2 Term Loans, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share (based on its Tranche B-2 Term Loan Percentage) of the Tranche B Initial B-2 Term Loan Commitments available to the Administrative AgentLoans, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments in each case available to the Administrative Agent or, (vii) having a Tranche E Term Loan Commitment will make the amount of its pro rata share of the Tranche E Term Loan Commitments available to the Administrative Agent or (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Parent Borrower at the office of the Administrative Agent specified in Section 11.2 prior to 10:00 A.M.12:00 noon, New York City time, on the Closing Date (in the case of the Initial Tranche B Term Loans)) or, the First Incremental Amendment Effective Date (in the case of the Tranche B Refinancing Term Loans), on the First Incremental Amendment Closing Date (in the case of the Tranche B Initial B-1 Term Loans), ) or on the Tranche B Delayed Draw Closing Amendment No. 2 Effective Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E B-2 Term Loans) or the Seventh Amendment Effective Closing Date (such other date of Borrowing, as applicable, in the case of Tranche F Term Loans) Dollars and in funds immediately available to the Administrative Agent. The Administrative Agent shall on such date credit the account of the Parent Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche B Term Lenders, the Tranche B-1 Term Lenders or the Tranche B-12 Term Lenders, as applicable and in like funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Parent Borrower shall have given give the Administrative Agent irrevocable notice (which notice must have been be received by the Administrative Agent prior to 9:00 10:00 A.M., New York City time, and shall be irrevocable after funding) at least one Business Day prior to the anticipated Closing Date requesting that the applicable Term B Lenders make the Closing Date Term B Loans on (i) in the case of the Initial Term Loans, the Closing Date) and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each applicable Term B Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each applicable Term B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Closing Date Term B Loan to be made by such Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (ii) in which notice must be received by the case of Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the Tranche B Refinancing Term Loans, the First Incremental anticipated Second Amendment Effective Date, (iii) in requesting that the case of applicable Term B Lenders make the Tranche Second Amendment Term B Initial Term Loans, Loans on the First Incremental Second Amendment Closing Date, (iv) in the case of the Tranche B Delayed Draw Term Loans, the Tranche B Delayed Draw Closing Date, (v) in the case of the Tranche C Term Loans, the Third Amendment Closing Date, (vi) in the case of the Tranche D Term Loans, the Fourth Amendment Closing Date and, (vii) in the case of the Tranche E Term Loans, the Fifth Amendment Closing Effective Date and (viii) in the case of Tranche F Term Loans, the Seventh Amendment Closing Date, in each case, specifying the amount of the Initial Term Loans, Tranche B Refinancing Term Loans, Tranche B Initial Term Loans, Tranche B Delayed Draw Term Loans, Tranche C Term Loans, Tranche D Term Loans and, Tranche E Term Loans and Tranche F Term Loans, as applicable, to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Second Amendment Term B Lender thereof. Each Not later than 12:00 Noon, New York City time, on the Second Amendment Effective Date each Second Amendment Term B Lender (i) having an Initial Term Loan Commitment will shall make the amount of its pro rata share of the Initial Term Loan Commitments available to the Administrative Agent, (ii) having a Tranche B Refinancing Term Loan Commitment will make the amount of its pro rata share of the Tranche B Refinancing Term Loan Commitments available to the Administrative Agent, (iii) having a Tranche B Initial Term Loan Commitment will make the amount of its pro rata share of the Tranche B Initial Term Loan Commitments available to the Administrative Agent, (iv) having a Tranche B Delayed Draw Commitment will make the amount of its pro rata share of the Tranche B Delayed Draw Commitments available to the Administrative Agent, (v) having a Tranche C Term Loan Commitment will make the amount of its pro rata share of the Tranche C Term Loan Commitments available to the Administrative Agent, (vi) having a Tranche D Term Loan Commitment will make the amount of its pro rata share of the Tranche D Term Loan Commitments available to the Administrative Agent or, (vii) having a Tranche E at the Funding Office an amount in immediately available funds equal to the Second Amendment Term B Loan Commitment will make the amount of its pro rata share of the Tranche E to be made by such Second Amendment Term Loan Commitments available to B Lender. The Parent Borrower shall give the Administrative Agent or irrevocable notice (viii) having a Tranche F Term Loan Commitment will make the amount of its pro rata share of the Tranche F Term Loan Commitments available to the Administrative Agent, in each case for the account of the Borrower at the office of which notice must be received by the Administrative Agent specified in Section 11.2 prior to 10:00 A.M., New York City time, on at least one Business Day prior to the Closing Date (in the case of the Initial Term Loans), the First Incremental anticipated Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the case applicable Sixth Amendment Term Lenders make the Sixth Amendment Term Loans on the Sixth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of the Tranche B Refinancing Term Loans)such notice, the First Incremental Administrative Agent shall promptly notify each applicable Sixth Amendment Closing Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in the case of the Tranche B Initial its sole discretion) each Sixth Amendment Term Loans), the Tranche B Delayed Draw Closing Date (in the case of the Tranche B Delayed Draw Term Loans), the Third Amendment Closing Date (in the case of the Tranche C Term Loans), the Fourth Amendment Closing Date (in the case of the Tranche D Term Loans) or, the Fifth Amendment Closing Date (in the case of the Tranche E Term Loans) or the Seventh Amendment Effective Closing Date (in the case of Tranche F Term Loans) in funds immediately Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to the Sixth Amendment Term Loan to be made by such Sixth Amendment Term Lender. The Administrative Agent shall on such date credit the account of the Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term B Lenders and in like funds as received by the Administrative Agentimmediately available funds.