Common use of Repayment of Term Loans Clause in Contracts

Repayment of Term Loans. (a) The Bridge Term Loans will mature on the Bridge Term Loan Maturity Date and, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan on the Rollover Loan Maturity Date. (b) [Reserved]. (c) Prepayment of the Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on the Bridge Term Loan Maturity Date and, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of the Non-Extended Term Loans shall be repaid in consecutive quarterly installments (each, a “Non-Extended Term Loan Installment”) of 0.25% of the original aggregate principal amount thereof (to be decreased in accordance with SECTION 2.16 or 2.17(f) in the event of any voluntary or mandatory prepayments of the Non-Extended Term Loans made hereunder, including any such prepayments made prior to the First Amendment Effective Date), each Rollover Loan payable on the Rollover Installment Date. The remaining principal amount of the Non-Extended Term Loans shall be repaid on the Non-Extended Term Loan Maturity Date. (b) [Reserved]. (c) Prepayment The principal amount of the Extended Term Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied repaid in consecutive quarterly installments (each, an “Extended Term Loan Installment”) of 0.25% of the original aggregate principal amount thereof (to be decreased in accordance with SECTION 2.16 or 2.17(f) in the Loans; (ii) event of any optional voluntary or mandatory prepayments of the Extended Term Loans pursuant made hereunder, including any such prepayments made prior to Section 2.11(a) the First Amendment Effective Date), each payable on the Installment Date. The remaining principal amount of the Extended Term Loans shall be applied as repaid on the Borrower may direct; and Extended Term Loan Maturity Date. Notwithstanding the foregoing, (iiix) all proceeds such Installments shall be reduced in connection with any voluntary or mandatory prepayments of Bridge the Term Loans which have not been applied in accordance with Section 5.08SECTION 2.16 or 2.17(f), on or before the date falling one Business Day after the last day of the Certain Funds Periodas applicable; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made ony) the date falling immediately after Non-Extended Term Loans, together with all other amounts owed hereunder with respect thereto, shall, in any event, be paid in full no later than the last day of Non-Extended Maturity Date; and (z) the Certain Funds PeriodExtended Term Loans, together with all other amounts owed hereunder with respect thereto, shall, in any event, be paid in full no later than the Extended Maturity Date. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on the Bridge Term Loan Maturity Date andBorrowers hereby, to the extent then unpaid jointly and subject to satisfaction of the conditions set forth in Section 2.01(e)severally, will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises promise to pay to the Administrative Agent for the account of the appropriate Term Lender, the principal amount of each outstanding Term Loan of such Term Lender made to the then Borrowers in installments in accordance with the amortization schedule set forth in Section 2.3 (or on such earlier date on which the Term Loans become due and payable pursuant to Section 8). The Borrowers hereby further agree, jointly and severally, to pay interest on the unpaid principal amount of each Rollover Loan the Term Loans made to the Borrowers from time to time outstanding from the date hereof until payment in full thereof at the rates per annum, and on the Rollover Loan Maturity Datedates, set forth in Section 2.15. (b) [Reserved]Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing indebtedness of the Borrowers to such Lender resulting from each Term Loan of such Lender from time to time, including the amounts of principal and interest payable and paid to such Lender from time to time under this Agreement. (c) Prepayment The Administrative Agent, on behalf of the Loans from (after Borrowers, shall maintain the Closing Date): Register pursuant to Section 10.6(b)(iv), and a subaccount therein for each Lender, in which shall be recorded (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; amount of each Term Loan made hereunder and any Note evidencing such Term Loan, the Type of such Term Loan and each Interest Period applicable thereto, (ii) the amount of any optional prepayments of principal, interest and fees, as applicable, due and payable or to become due and payable from the Loans pursuant Borrowers to Section 2.11(a) shall be applied as the Borrower may direct; and each Lender hereunder and (iii) all proceeds the amount of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before any sum received by the date falling one Business Day after Administrative Agent hereunder from the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (Borrowers and shall instead by made on) the date falling immediately after the last day of the Certain Funds Periodeach Lender’s share thereof. (d) Any mandatory prepayment The entries made in the Register and the accounts of Loans each Lender maintained pursuant to Section 2.11(b)2.8(c) shall be applied shall, to the aggregate principal amount extent permitted by applicable law, be prima facie evidence of outstanding Loanthe existence and amounts of the obligations of the Borrowers therein recorded (absent manifest error); provided, irrespective however, that the failure of whether the Administrative Agent or any Lender to maintain the Register or any such outstanding account, or any error therein, shall not in any manner affect the obligation of the Borrowers to repay (with applicable interest) the Term Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably made to the Borrowers by such Lender in accordance with the terms of this Agreement. (e) Any Lender may request that the Term Loans included made by it be evidenced by a promissory note. In such event, the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to such Lender (or, if requested by such Lender, to such Lender and its registered assigns) and in a form approved by the repaid BorrowingAdministrative Agent. Repayments of Thereafter, the Term Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 10.6) be accompanied represented by accrued interest on one or more promissory notes in such form payable to the amount repaidpayee named therein (or, if such promissory note is a registered note, to such payee and its registered assigns).

Repayment of Term Loans. (a) The Bridge Subject to adjustment pursuant to paragraph (c) of this Section 2.10, the Borrower shall repay Term Loan Borrowings with respect to the Other Term Loans will mature as specified in the applicable Refinancing Amendment or Loan Modification Agreement; provided, with respect to this clause (a), that any such payment due on a date that is not a Business Day shall instead be due on the Bridge Term Loan Maturity Date and, to next preceding Business Day. (b) To the extent then unpaid not previously paid, all Term Loans shall be due and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan payable on the Rollover Loan Term Maturity Date. (b) [Reserved]. (c) Prepayment Notwithstanding anything contained herein to the contrary, any prepayment of the Loans from (after the Closing Date): a Term Loan Borrowing of any Class (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as to reduce the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day subsequent scheduled and outstanding repayments of the Certain Funds Period; provided that any Term Loan Borrowings of such prepayment pursuant to clause (i) above that would otherwise be required Class to be made during pursuant to this Section 2.10 as directed by the Certain Funds Period Lead Borrower (and absent such direction in direct order of maturity), and (ii) pursuant to Section 2.11(c) shall be deferred until (applied to reduce the subsequent scheduled and shall instead by made on) the date falling immediately after the last day outstanding repayments of the Certain Funds PeriodTerm Loan Borrowings of such Class to be made pursuant to this Section 2.10, or, except as otherwise provided in any Refinancing Amendment or Loan Modification Agreement, pursuant to the corresponding section of such Refinancing Amendment or Loan Modification Agreement, as applicable, in direct order of maturity. (d) Any mandatory prepayment Prior to any repayment of Loans pursuant any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent in writing by telecopy, electronic mail, facsimile or overnight courier of such election not later than 2:00 p.m., New York City time, one (1) Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Subject to adjustment pursuant to paragraph (c) of this Section 2.10, the Borrower shall repay Term Loan Borrowings with respect to the Other Term Loans will mature as specified in the applicable Refinancing Amendment or Loan Modification Agreement; provided, with respect to this clause (a), that any such payment due on a date that is not a Business Day shall instead be due on the Bridge Term Loan Maturity Date and, to next preceding Business Day. (b) To the extent then unpaid not previously paid, all Term Loans shall be due and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan payable on the Rollover Loan Term Maturity Date. (b) [Reserved]. (c) Prepayment Notwithstanding anything contained herein to the contrary, any prepayment of the Loans from (after the Closing Date): a Term Loan Borrowing of any Class (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as to reduce the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day subsequent scheduled and outstanding repayments of the Certain Funds Period; provided that any Term Loan Borrowings of such prepayment pursuant to clause (i) above that would otherwise be required Class to be made during pursuant to this Section 2.10 as directed by the Certain Funds Period Lead Borrower (and absent such direction in direct order of maturity), and (ii) pursuant to Section 2.11(c) or 2.11(d) shall be deferred until (applied to reduce the subsequent scheduled and shall instead by made on) the date falling immediately after the last day outstanding repayments of the Certain Funds PeriodTerm Loan Borrowings of such Class to be made pursuant to this Section 2.10, or, except as otherwise provided in any Refinancing Amendment or Loan Modification Agreement, pursuant to the corresponding section of such Refinancing Amendment or Loan Modification Agreement, as applicable, in direct order of maturity. (d) Any mandatory prepayment Prior to any repayment of Loans pursuant any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent in writing by telecopy, electronic mail, facsimile or overnight courier of such election not later than 2:00 p.m., New York City time, one (1) Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Subject to the other paragraphs of this Section: (i) to the extent not previously paid, outstanding Delayed Draw Term Loans will mature shall be due and payable on the Bridge Delayed Draw Term Loan Maturity Date Date; and (ii) in the event that any Refinancing Term Loans or Extended Term Loans are made pursuant to Section 2.21, to the extent then unpaid Borrower (or the relevant obligor) shall repay such Refinancing Term Loans or Extended Term Loans on the dates and subject to satisfaction of in the conditions amounts set forth in Section 2.01(ethe related Incremental Assumption Agreement (each such date being referred to as a “Term Loan Installment Date”), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan on the Rollover Loan Maturity Date. (b) [Reservedreserved]. (c) Prepayment of the Loans from (after the Closing Date):from: (i) any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall be applied to the remaining installments of the Term Loans under the applicable Class or Classes as the Company may direct; and (ii) all Net Proceeds pursuant to Section 2.11(b) shall be applied allocated among the Facilities, with the application thereof, if applicable, (A) to reduce in direct order amounts due on the next twelve succeeding Term Loan Installment Dates under the applicable Facilities as provided in paragraph (d) below, and (B) thereafter, to reduce on a pro rata basis (based on the amount of such amortization payments) the remaining scheduled amortization payments under the applicable Facilities; provided, that any Lender, at its option, may elect to decline any such prepayment (such declined amounts, the “Declined Proceeds”) of any Term Loan held by it if it shall give written notice to the Loans; Administrative Agent thereof by 11:00 A.M. Local Time at least three Business Days prior to the date of such prepayment (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) such Lender, a “Declining Lender”). Any Declined Proceeds shall be applied as offered to the Borrower may directLenders not so declining such repayment on a pro rata basis; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08provided, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such non-Declining Lender, at its option, may elect to decline any such prepayment pursuant with Declined Proceeds at the time and in the manner specified by the Administrative Agent. To the extent such non-declining Lenders elect to clause (i) above that would otherwise be required to be made during decline their pro rata share of such Declined Proceeds, any Declined Proceeds remaining thereafter on the Certain Funds Period shall be deferred until (and date of any such prepayment shall instead be retained by made on) the date falling immediately after the last day of the Certain Funds PeriodBorrower for application for any purpose not prohibited by this Agreement. (d) Any mandatory prepayment of Term Loans pursuant to Section 2.11(b)) shall be applied to so that the aggregate amount of such prepayment is allocated among the Delayed Draw Term Loans, the Refinancing Term Loans and the Extended Term Loans, if any, pro rata based on the aggregate principal amount of outstanding LoanDelayed Draw Term Loans, irrespective Refinancing Term Loans and Extended Term Loans, if any (unless, with respect to Refinancing Term Loans of whether Extended Term Loans, the Incremental Assumption Agreement relating thereto does not so require). Prior to any repayment of any Loan under any Facility hereunder, the Company shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent by telephone (confirmed by electronic means) of such outstanding Loans are selection not later than 2:00 p.m., Local Time, (i) in the case of an ABR Loans Borrowing, one Business Day before the scheduled date of such repayment and (ii) in the case of a Eurocurrency Borrowing, three Business Days before the scheduled date of such repayment, which notice shall be irrevocable except to the extent conditioned on a refinancing or Eurocurrency Loansother event. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Subject to adjustment pursuant to paragraph (c) of this Section, the Company shall repay Term Loans will mature owed by it (such repayment to be in Dollars if made in respect of Dollar Term Loans or in Euros if made in respect of Euro Term Loans) on (x) the Bridge three-month anniversary of the Effective Date, and each three-month anniversary thereafter (each such date being referred to as an “Installment Date”) and prior to the Term Loan Maturity Date and, in an aggregate amount equal to 1/4 of 1% of the then Maximum Term Amount and (y) the Term Loan Maturity Date in an amount equal to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid remaining principal amount of each Rollover Loan on the Rollover Loan Maturity DateTerm Loans owed by it. (b) [Reserved]To the extent not previously paid, all Term Loans shall be due and payable on the Term Loan Maturity Date. (c) Prepayment of the Term Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b2.11(c) shall be applied to reduce on a pro rata basis (based on the Loans; (iiamount of such amortization payments) any optional prepayments the remaining scheduled amortization payments in respect of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds PeriodLoans. (d) Any Lender holding Term Loans may elect, on not less than two Business Days’ prior written notice to the Administrative Agent with respect to any mandatory prepayment of Loans made pursuant to Section 2.11(b2.11(c)) , not to have such prepayment applied to such Lender’s Term Loans, in which case the amount not so applied shall be retained by the Company (and applied as it elects). (e) Prior to any repayment of any Borrowing under any Facility hereunder, the aggregate principal amount Borrower Representative, on behalf of outstanding Loanthe applicable Borrower, irrespective shall select the Borrowing or Borrowings under such Facility to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of whether such outstanding Loans are selection not later than 2:00 p.m., Local Time, (i) in the case of an ABR Loans or Borrowing, one Business Day before the scheduled date of such repayment and (ii) in the case of a Eurocurrency LoansBorrowing, three Business Days before the scheduled date of such repayment. Each repayment of a Borrowing (x) in the case of the Revolving Facility, shall be applied to the Revolving Facility Loans included in the repaid Borrowing such that each Revolving Facility Lender receives its ratable share of such repayment (based upon the respective Revolving Facility Credit Exposures of the Revolving Facility Lenders at the time of such repayment) and (y) in all other cases, shall be applied ratably to the Loans included in the repaid Borrowing. Repayments Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of Loans a Swingline Dollar Borrowing or a Swingline Euro Borrowing hereunder, the applicable Swingline Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such selection not later than 1:00 p.m., Local Time, on the scheduled date of such repayment. Except as provided in Section 2.13(d), repayments of Borrowings shall be accompanied by accrued interest on the amount repaid. (f) Amounts to be applied pursuant to Section 2.11(c) shall be applied, as applicable, first to reduce outstanding ABR Loans. Any amounts remaining after each such application shall be applied to prepay Eurodollar Term Loans. Notwithstanding the foregoing, if the amount of any prepayment of Loans required under Section 2.11(c) shall be in excess of the amount of the ABR Loans at the time outstanding (an “Excess Amount”), only the portion of the amount of such prepayment as is equal to the amount of such outstanding ABR Loans shall be immediately prepaid and, at the election of Borrower, the Excess Amount shall be either (A) deposited in an escrow account on terms satisfactory to the Collateral Agent and applied to the prepayment of Eurodollar Loans on the last day of the then next-expiring Interest Period for Eurodollar Loans; provided that (i) interest in respect of such Excess Amount shall continue to accrue thereon at the rate provided hereunder for the Loans which such Excess Amount is intended to repay until such Excess Amount shall have been used in full to repay such Loans and (ii) at any time while a Default has occurred and is continuing, the Administrative Agent may, and upon written direction from the Required Lenders shall, apply any or all proceeds then on deposit to the payment of such Loans in an amount equal to such Excess Amount; or (B) prepaid immediately, together with any amounts owing to the Lenders under Section 2.16.

Repayment of Term Loans. (a) The Bridge Borrower shall repay all Term Loans will mature on the Bridge Term Loan Maturity Date and, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan on the Rollover Loan Maturity Date. (b) [Reserved]. (c) Prepayment of the Loans from (after the Closing Date):Borrowings from: (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied first to ABR Term Loans and then to Eurocurrency Term Loans, and to such Term Borrowings on a pro rata basis, with the Loans;application thereof in direct order of maturity, and (ii) any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall be applied to the remaining installments thereof as directed by the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds PeriodBorrower. (d) Any mandatory prepayment Prior to any optional repayment of Loans pursuant any Borrowing hereunder, the Borrower shall notify the Administrative Agent by telephone (confirmed by fax) of the Borrowings to Section 2.11(b)be repaid not later than 12:00 p.m., Local Time, (i) shall be applied to in the aggregate principal amount case of outstanding Loanan ABR Borrowing, irrespective one Business Day before the scheduled date of whether such outstanding Loans are ABR Loans or repayment and (ii) in the case of a Eurocurrency LoansBorrowing, three Business Days before the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans Borrowings shall be accompanied by accrued interest on the amount repaid. In the event the Borrower fails to specify the Borrowings to which any such prepayment shall be applied, such prepayment shall be applied to prepay the ABR Term Loans and then to the Eurocurrency Term Loans, in each case, on a pro rata basis (in accordance with the respective outstanding principal amounts thereof).

Repayment of Term Loans. (a) The Bridge Borrower shall repay the Term Loans will mature on the Bridge first Business Day following the last day of each March, June, September and December, beginning with the first Business Day following the end of the first full fiscal quarter of the Borrower ending after the Closing Date and ending with the last such day to occur prior to the Term Loan Maturity Date andDate, in an aggregate principal amount for each such date equal to the extent then unpaid and subject to satisfaction 0.25% of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid aggregate principal amount of each Rollover Loan the Term Loans funded on (x) the Rollover Loan Maturity Closing Date and (y) the 2021 Incremental Effective Date. (b) [Reserved.]. (c) Prepayment of The Borrower shall repay Incremental Term Loans (other than the Loans from 2021 Incremental Term Loans) in such amounts and on such date or dates as shall be specified therefor in the Incremental Term Loan Amendment (after the Closing Date): (i) all Net Proceeds as such amounts may be adjusted pursuant to Section 2.11(b) such Incremental Term Loan Amendment or pursuant to an Increasing Lender Supplement). The Borrower shall repay Extended Term Loans in such amounts and on such date or dates as shall be applied to specified therefore in the Extension Agreement establishing such Extended Term Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans a Term Loan of any Class pursuant to Section 2.11(b2.04 (other than Section 2.04(c)) shall be applied to reduce the aggregate subsequent scheduled repayments of the Term Loans of such Class to be made pursuant to this Section 2.21 in direct order against the remaining scheduled installments of principal amount due in respect of outstanding Loan, irrespective of whether such outstanding the Term Loans are ABR Loans or Eurocurrency Loans. Each repayment under this Section 2.21; provided that any prepayment of a Borrowing Term Loan of any Class made pursuant to Section 2.04(a) shall be applied ratably to reduce the Loans included subsequent scheduled repayments of Advances of such Class to be made pursuant to this Section 2.21 in the repaid Borrowing. Repayments manner specified by the Borrower in the applicable notice of Loans shall be accompanied by accrued interest on the amount repaidprepayment (or, if no such specification is made therein, in direct order as provided above).

Repayment of Term Loans. (a) The Bridge Subject to the other paragraphs of this Section: (i) the Borrower shall repay Initial Term Loans will mature Loan Borrowings semiannually on each six-month anniversary of the Closing Date (commencing November 15, 2019) and on the Bridge Initial Term Loan Maturity Date andor, if any such date is not a Business Day, on the next succeeding Business Day (each such date being referred to as a “Initial Term Loan Installment Date”), in an aggregate principal amount of the Initial Term Loans equal to (A) in the case of semiannual payments due prior to the extent then unpaid and subject Initial Term Loan Maturity Date, an amount equal to satisfaction 14.4% of the conditions set forth aggregate principal amount of Initial Term Loans outstanding immediately after the Closing Date, and (B) in Section 2.01(e)the case of such payment due on the Initial Term Loan Maturity Date, will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises an amount equal to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan the Initial Term Loans outstanding; (ii) in the event that any Refinancing Term Loans or Extended Term Loans are made pursuant to Section 2.21, the Borrower (or the relevant obligor) shall repay such Refinancing Term Loans or Extended Term Loans on the Rollover dates and in the amounts set forth in the related Incremental Assumption Agreement (each such date being referred to as an “Other Term Loan Installment Date”); and (iii) to the extent not previously paid, outstanding Term Loans shall be due and payable on the applicable Term Facility Maturity Date. (b) [Reservedreserved]. (c) Prepayment of the Loans from (after the Closing Date):from: (i) any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall be applied to the remaining installments of the Term Loans under the applicable Class or Classes as the Company may direct; and (ii) all Net Proceeds pursuant to Section 2.11(b) shall be applied allocated among the Facilities, with the application thereof, if applicable, to reduce in direct order amounts due on the next succeeding Term Loan Installment Dates under the applicable Facilities as provided in paragraph (d) below; provided, that any Lender, at its option, may elect to decline any such prepayment (such declined amounts, the “Declined Proceeds”) of any Term Loan held by it if it shall give written notice to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling Administrative Agent thereof by 5:00 P.M. Local Time at least one Business Day after prior to the last day date of such prepayment (any such Lender, a “Declining Lender”). Any Declined Proceeds shall be offered to the Certain Funds PeriodLenders not so declining such repayment on a pro rata basis; provided provided, that any such non-Declining Lender, at its option, may elect to decline any such prepayment pursuant with Declined Proceeds at the time and in the manner specified by the Administrative Agent. To the extent such non-declining Lenders elect to clause (i) above that would otherwise be required to be made during decline their pro rata share of such Declined Proceeds, any Declined Proceeds remaining thereafter on the Certain Funds Period shall be deferred until (and date of any such prepayment shall instead be retained by made on) the date falling immediately after the last day of the Certain Funds PeriodBorrower for application for any purpose not prohibited by this Agreement. (d) Any mandatory prepayment of Term Loans pursuant to Section 2.11(b)) shall be applied to so that the aggregate amount of such prepayment is allocated among the Initial Term Loans, the Refinancing Term Loans and the Extended Term Loans, if any, pro rata based on the aggregate principal amount of outstanding LoanInitial Term Loans, irrespective Refinancing Term Loans and Extended Term Loans, if any (unless, with respect to Refinancing Term Loans of whether Extended Term Loans, the Incremental Assumption Agreement relating thereto does not so require). Prior to any repayment of any Loan under any Facility hereunder, the Company shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent by telephone (confirmed by notice in a form acceptable to the Administrative Agent) of such outstanding Loans are selection not later than 2:00 p.m., Local Time, (i) in the case of an ABR Loans Borrowing, one Business Day before the scheduled date of such repayment and (ii) in the case of a Eurocurrency Borrowing, three Business Days before the scheduled date of such repayment, which notice shall be irrevocable except to the extent conditioned on a refinancing or Eurocurrency Loansother event. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid. Amounts repaid or prepaid in respect of the Loans may not be reborrowed.

Repayment of Term Loans. (a) The Bridge Term Loans will mature shall be due and payable in full on the Bridge Term Loan Maturity applicable Termination Date and, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans earlier prepayment as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan on the Rollover Loan Maturity Dateherein provided. (b) [Reserved]Except as otherwise expressly provided herein (including as provided in Section 2.04(e)), all payments (including prepayments) of principal, interest and other amounts payable hereunder and under each Other Document shall be made to Agent at the Payment Account set forth on Schedule 2.04(b) not later than 2:00 p.m. (New York time) on the due date therefor (or, if such due date is not a Business Day, on the next Business Day) in lawful money of the United States of America in funds immediately available to Agent. Any payment received by Agent subsequent to 2:00 p.m. (New York time) on any Business Day (regardless of whether such payment is due on such Business Day) shall be deemed received by Agent, and shall be applied to the applicable Obligations intended to be paid thereby, on the next Business Day. (c) Prepayment of the Loans from (after the Closing Date): (i) The Borrower shall pay principal, interest, and all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) other amounts payable hereunder and under each Other Document without any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have deduction whatsoever, including, but not been applied in accordance with Section 5.08limited to, on any deduction for any setoff or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Periodcounterclaim. (d) Any mandatory prepayment If, notwithstanding the terms of Loans pursuant this Agreement or any Other Document, Agent or any Lender receives any payment from or on behalf of Borrower or any other Loan Party in a currency other than Dollars, Agent or such Lender may convert the payment (including the monetary proceeds of realization upon any Collateral and any funds then held in a cash collateral account) into Dollars at exchange rate selected by Agent or such Lender. Borrower shall reimburse Agent and Lenders on demand for all costs they incur with respect thereto. To the extent permitted by law, the obligation shall be satisfied only to the extent of the amount actually received by Agent upon such conversion. (e) Notwithstanding anything to the contrary in this Agreement but subject to Section 2.11(b2.07(f)) shall , and provided that no insolvency proceeding has been commenced by or against Borrower or any of its Affiliates, any portion of any payment attributable to principal on the November 2018 Bridge Term Loan may be applied made by delivering directly to the applicable Lenders unsecured convertible subordinated notes of the Parent having an aggregate principal amount equal to the amount of outstanding such principal payment and otherwise on terms satisfactory to such Lenders (each a “November 2018 Bridge Term Loan Repayment Note” and collectively, the “November 2018 Bridge Term Loan Repayment Notes”); provided, however, that such repayment shall only become effective upon Agent’s receipt from Borrower of the officer’s certificate set forth in Section 2.04(e)(i), and Agent’s receipt from such Lenders of the certification set forth in Section 2.04(e)(ii) below. (i) Concurrently with the delivery to the applicable Lenders of a November 2018 Bridge Term Loan Repayment Note, Borrower shall deliver to Agent an officer’s certificate, substantially in the form of Exhibit E, setting forth the date of delivery of the November 2018 Bridge Term Loan Repayment Note, the applicable amount of November 2018 Bridge Term Loan principal repaid by the November 2018 Bridge Term Loan Repayment Note, and the Lenders to whom the November 2018 Bridge Term Loan Repayment Note was delivered. (ii) Upon receipt by any Lender of a November 2018 Bridge Term Loan Repayment Note, such Lender shall promptly deliver to Agent a certification, substantially in the form of Exhibit F, acknowledging the repayment of principal of the November 2018 Bridge Term Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on and setting forth the amount repaidof principal repaid by Borrower. Upon the commencement of an insolvency proceeding against Parent, Borrower or any of their Subsidiaries, the November 2018 Bridge Term Loan may be paid only in cash.

Repayment of Term Loans. (a) The Bridge Borrower shall repay the Term Loans will mature on the Bridge first Business Day following the last day of each March, June, September and December, beginning with the first Business Day following the end of the first full fiscal quarter of the Borrower ending after the Closing Date and ending with the last such day to occur prior to the Term Loan Maturity Date andDate, in an aggregate principal amount for each such date equal to the extent then unpaid and subject to satisfaction 0.25% of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid aggregate principal amount of each Rollover Loan the Term Loans funded on the Rollover Loan Maturity Closing Date. (b) [Reserved.]. (c) Prepayment of The Borrower shall repay Incremental Term Loans in such amounts and on such date or dates as shall be specified therefor in the Loans from Incremental Term Loan Amendment (after the Closing Date): (i) all Net Proceeds as such amounts may be adjusted pursuant to Section 2.11(b) such Incremental Term Loan Amendment or pursuant to an Increasing Lender Supplement). The Borrower shall repay Extended Term Loans in such amounts and on such date or dates as shall be applied to specified therefore in the Extension Agreement establishing such Extended Term Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans a Term Loan of any Class pursuant to Section 2.11(b2.04 (other than Section 2.04(c)) shall be applied to reduce the aggregate subsequent scheduled repayments of the Term Loans of such Class to be made pursuant to this Section 2.21 in direct order against the remaining scheduled installments of principal amount due in respect of outstanding Loan, irrespective of whether such outstanding the Term Loans are ABR Loans or Eurocurrency Loans. Each repayment under this Section 2.21; provided that any prepayment of a Borrowing Term Loan of any Class made pursuant to Section 2.04(a) shall be applied ratably to reduce the Loans included subsequent scheduled repayments of Advances of such Class to be made pursuant to this Section 2.21 in the repaid Borrowing. Repayments manner specified by the Borrower in the applicable notice of Loans shall be accompanied by accrued interest on the amount repaidprepayment (or, if no such specification is made therein, in direct order as provided above).

Repayment of Term Loans. (a) The Bridge principal amount of the Initial Term Loans will mature of each Term Lender shall be repaid by the Borrowers (i) on the Bridge Term Loan Maturity Date andlast Business Day of each March, June, September and December (commencing on March 31, 2019), in an amount equal to the extent then unpaid and subject to satisfaction 0.25% of the conditions sum of the aggregate Outstanding Amount of the Term Loans on the Closing Date (which payments shall be reduced as a result of the application of prepayments in accordance with the order of priority set forth in Section 2.01(e2.17(b), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan ) and (ii) on the Rollover Term Loan Maturity Date, in an amount equal to the aggregate Outstanding Amount on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. (b) [Reserved]To the extent not previously paid, (i) each Incremental Term Loan shall be due and payable on the Incremental Term Loan Maturity Date applicable to such Incremental Term Loan, (ii) each Other Term Loan shall be due and payable on the maturity date thereof as set forth in the Refinancing Amendment applicable thereto and (iii) each Extended Term Loan shall be due and payable on the maturity date thereof as set forth in the Permitted Amendment applicable thereto together, in each case, with accrued and unpaid interest on the principal amount to be paid to but excluding the date of payment. (c) Prepayment The Obligations of the Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments Borrowers in respect of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds Term Loans, whether on account of Bridge Term Loans which have not been applied in accordance with Section 5.08principal, on interest, fees or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (otherwise, are joint and shall instead by made on) the date falling immediately after the last day of the Certain Funds Periodseveral. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on Subject to the Bridge Term Loan Maturity Date andother clauses of this Section 2.11, to the extent then unpaid not previously paid, outstanding Term Loans shall be due and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan payable on the Rollover Loan applicable Term Facility Maturity Date. (b) [Reserved]. (c) Prepayment of the Loans from (after the Closing Date):from: (i) all Net Proceeds pursuant to Section 2.11(b2.12(b) and Excess Cash Flow pursuant to Section 2.12(c) shall be applied to the prepayment of Loans pro rata among each Term Facility; provided that subject to the pro rata application to Loans outstanding within any Class of Term Loans;, the Borrowers may allocate such prepayment in their sole discretion among the Class or Classes of Term Loans as the Dutch Borrower may specify; provided further, however, that no payment shall be made on any Term Loan without providing for at least a pro rata payment of the Initial Term Loans substantially concurrently with such payment. (ii) any Any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)2.12(a) shall be applied to the aggregate principal amount Loans as the Dutch Borrower may direct under the applicable Class or Classes as the Dutch Borrower may direct. (c) Any mandatory prepayment of outstanding LoanTerm Loans pursuant to Section 2.12(b) or (c) shall be applied as set forth in clauses (c)(i) above, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each ; provided that if no Lenders exercise the right to waive a given mandatory prepayment of the Loans pursuant to Section 2.12(d), then, with respect to such mandatory prepayment, prior to the repayment of a any Loan, the Dutch Borrower may select the Borrowing or Borrowings to be repaid and shall be applied ratably to notify the Loans included Administrative Agent by telephone (confirmed by hand delivery, facsimile or other electronic transmission (including “.pdf” or “Air)) of such selection not later than 12:00 p.m., New York City time, (i) in the repaid case of an ABR Borrowing. Repayments , one (1) Business Day before the scheduled date of Loans shall be accompanied by accrued interest on such repayment and (ii) in the amount repaidcase of a Eurocurrency Borrowing, three (3) Business Days before the scheduled date of such repayment.

Repayment of Term Loans. (a) The Bridge Subject to the other clauses of this Section 2.10 and to Section 9.08(e), (i) the Borrower shall repay Term B Loans will mature incurred on the Bridge Closing Date on the applicable Term Loan Facility Maturity Date and, in an amount equal to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan such Term B Loans outstanding; (ii) in the event that any Incremental Term Loans are made, the Borrower shall repay such Incremental Term Loans on the Rollover Loan dates and in the amounts set forth in the related Incremental Assumption Agreement; and (iii) to the extent not previously paid, outstanding Term Loans shall be due and payable on the applicable Term Facility Maturity Date. (b) [Reserved]. (c) Prepayment of the Loans from (after the Closing Date):from: (i) all Net Proceeds pursuant to Section 2.11(b) and Excess Cash Flow pursuant to Section 2.11(c) shall be allocated to the Class or Classes of Term Loans determined pursuant to Section 2.10(d); provided, that any Lender, at its option, may elect to decline any such prepayment of any Term Loan held by it if it shall give written notice to the Administrative Agent thereof by 5:00 p.m. Local Time at least three Business Days prior to the date of such prepayment (any such Lender, a “Declining Lender”) and on the date of any such prepayment, any amounts that would otherwise have been applied to prepay Term Loans owing to Declining Lenders (such amounts, together with (but without duplication of) such amounts under any comparable provision of the Loans;First Lien Credit Agreement, the “Declined Proceeds”) shall instead be retained by the Borrower for application for any purpose not prohibited by this Agreement, and (ii) any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall be applied to the remaining installments of the Term Loans under the applicable Class or Classes as the Borrower may in each case direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Term Loans pursuant to Section 2.11(b)) or (c) shall be applied to so that the aggregate amount of such prepayment is allocated among the Term B Loans and the Other Term Loans, if any, pro rata based on the aggregate principal amount of outstanding LoanTerm B Loans and Other Term Loans, irrespective if any; provided, that, subject to the pro rata application to Loans outstanding within any Class of whether Term Loans, the Borrower may allocate such outstanding prepayment in its discretion among the Class or Classes of Term Loans are as the Borrower may specify (so long as such allocation complies with Section 2.21(b) or Section 2.21(f), as applicable). Prior to any prepayment of any Loan under any Facility hereunder, the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be prepaid and shall notify the Administrative Agent by telephone (confirmed by electronic means) of such selection not later than 2:00 p.m., Local Time, (i) in the case of an ABR Loans Borrowing, at least one Business Day before the scheduled date of such prepayment and (ii) in the case of a Eurocurrency Borrowing, at least three Business Days (or, in the case of prepayments under Section 2.11(a), one Business Day) before the scheduled date of such prepayment (or, in each case such shorter period acceptable to the Administrative Agent); provided, that a notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or Eurocurrency Loanssimilar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments All repayments of Loans shall be accompanied by accrued interest on the amount repaidrepaid to the extent required by Section 2.13(d).

Repayment of Term Loans. (a) The Bridge Subject to the other clauses of this Section 2.10 and to Section 9.08(e), (i) the Borrower shall repay principal of outstanding Initial Term Loans will mature on the Bridge last Business Day of each calendar quarter (commencing on the last Business Day of the last calendar quarter of 20212022) (each such date being referred to as an “Initial Term Loan Maturity Date Installment Date”) in an aggregate principal amount equal to 0.25% of the aggregate principal amount of Initial Term Loans funded on the Amendment No. 12 Effective Date; (ii) in the event that any other Other Term Loans are made, the Borrower shall repay such Other Term Loans on the dates and in the amounts set forth in the related Incremental Assumption Agreement, Extension Amendment or Refinancing Amendment (each such date being referred to as an “Other Term Loan Installment Date”); and, (iii) to the extent then unpaid not previously paid, all outstanding Term Loans shall be due and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan payable on the Rollover Loan applicable Term Facility Maturity Date. (b) [Reserved]. (c) Prepayment Any mandatory prepayment of the Term Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied so that the aggregate amount of such prepayment is allocated among the Initial Term Loans and the Other Term Loans, if any, pro rata based on the aggregate principal amount of outstanding Initial Term Loans and Other Term Loans, if any, to reduce amounts due on the succeeding Term Loan Installment Dates for such Classes in direct order of maturity thereof; provided, that, subject to the pro rata application to Term Loans outstanding within any respective Class of Term Loans; , (iix) with respect to mandatory prepayments of Term Loans pursuant to Section 2.11(b)(i)(1), any Class of Other Incremental Term Loans may receive less than such pro rata share thereof (so long as the amount by which such pro rata share exceeds the amount actually applied to such Class is applied to repay (on a pro rata basis) the outstanding Initial Term Loans and any other Classes of then outstanding Other Incremental Term Loans), in each case to the extent the respective Class receiving less than its pro rata share has consented thereto and (y) the Borrower shall allocate any repayments pursuant to Section 2.11(b)(i)(2) to repay the respective Class or Classes being refinanced, as provided in said Section 2.11(b)(i)(2). Any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall be applied to the remaining installments of the Term Loans under the applicable Class or Classes as the Borrower may in each case direct; and . Prior to any prepayment of any Term Loan under any Facility hereunder, except as set forth in Section 2.10(d), the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be prepaid and shall notify the Administrative Agent by electronic means or by telephone (iiiconfirmed by delivery of a Notice of Loan Prepayment) all proceeds of Bridge Term Loans which have such selection not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause later than (i) above that would otherwise be required in the case of a Base Rate Borrowing, 11:00 a.m., New York City time, on the scheduled date of such prepayment and (ii) in the case of a Eurodollar RateTerm SOFR Borrowing, 12:00 p.m. noon, New York City time, threetwo (32) Business Days before the scheduled date of such prepayment (or, in each case, such shorter period acceptable to be made during the Certain Funds Period Administrative Agent). Each such notice shall be deferred until irrevocable; provided, that a notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied notice to the aggregate principal amount of outstanding Loan, irrespective of whether Administrative Agent on or prior to the specified effective date) if such outstanding Loans are ABR Loans or Eurocurrency Loanscondition is not satisfied. Each repayment of a Borrowing shall be applied ratably to the Term Loans included in the repaid Borrowing. Repayments All repayments of Term Loans shall be accompanied by (1) accrued interest on the amount repaidrepaid to the extent required by Section 2.13(d) and (2) break funding payments pursuant to Section 2.16. (d) The Borrower shall notify the Administrative Agent in writing of any mandatory prepayment of Term Loans required to be made pursuant to Section 2.11(b) at least two (2) Business Days prior to the date of such prepayment. Each such notice shall specify the date of such prepayment and provide a reasonably detailed calculation of the amount of such prepayment. The Administrative Agent will promptly notify each Term Lender of the contents of any such prepayment notice and of such Term Lender’s ratable portion of such prepayment (based on such Lender’s pro rata share of each relevant Class of the Term Loans). Any Term Lender (a “Declining Term Lender”) may elect, by delivering notice to the Administrative Agent and the Borrower no later than 5:00 p.m. one (1) Business Day after the date of delivery by the Administrative Agent of such notification to such Term Lender of notice from the Administrative Agent regarding such prepayment, that the full amount of any mandatory prepayment otherwise required to be made with respect to the Term Loans held by such Term Lender pursuant to Section 2.11(b) not be made (the aggregate amount of such prepayments declined by the Declining Term Lenders, the “Declined Prepayment Amount”). If a Term Lender fails to deliver notice setting forth such rejection of a prepayment to the Administrative Agent within the time frame specified above or such notice fails to specify the principal amount of the Term Loans to be rejected, any such failure will be deemed an acceptance of the total amount of such mandatory prepayment of Term Loans. Any Declined Prepayment Amount shall be retained by the Borrower. For the avoidance of doubt, the Borrower may, at its option, apply any amounts retained in accordance with the immediately preceding sentence to prepay loans in accordance with Section 2.11(a) below.

Repayment of Term Loans. (a) The Bridge Subject to adjustment pursuant to paragraph (c) of this Section, the Term Borrower shall repay in Dollars Term Loans will mature on (x) the Bridge last day of each of March, June, September and December of each year (each such date being referred to as an "Installment Date") following the six month anniversary of the Closing Date and prior to the Term Loan Maturity Date and, in an amount equal to 1/4 of 1% of the then Maximum Dollar Term Amount and (y) the Term Loan Maturity Date in an amount equal to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid remaining principal amount of each Rollover Loan on the Rollover Loan Maturity DateTerm Loans. (b) [Reserved]To the extent not previously paid, all Term Loans shall be due and payable on the Term Loan Maturity Date. (c) Prepayment of the Term Loans from (after the Closing Date): (i) all Net Proceeds or Excess Cash Flow pursuant to Section 2.11(b2.11(c) or 2.11(d), respectively, shall be applied among the Term Loans on a pro rata basis (and thereafter pro rata among each Term Loan Borrowing being repaid) and shall be applied to reduce on a pro rata basis (based on the Loans; (iiamount of such amortization payments) any optional prepayments the remaining scheduled amortization payments in respect of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds PeriodLoans. (d) Any Lender holding Term Loans may elect, on not less than two Business Days' prior written notice to the Administrative Agent with respect to any mandatory prepayment of Loans made pursuant to Section 2.11(b) or 2.11(c)) , not to have such prepayment applied to such Lender's Term Loans, in which case the amount not so applied shall be retained by the Term Borrower (and applied as it elects). (e) Prior to any repayment of any Borrowing under any Facility hereunder, the aggregate principal amount applicable Borrower shall select the Borrowing or Borrowings under such Facility to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of outstanding Loansuch selection not later than 2:00 p.m., irrespective Local Time, (i) in the case of whether an ABR Borrowing, one Business Day before the scheduled date of such outstanding Loans are ABR Loans or repayment and (ii) in the case of a Eurocurrency LoansBorrowing, three Business Days before the scheduled date of such repayment. Each repayment of a Borrowing (x) in the case of the Revolving Facility, shall be applied to the Revolving Facility Loans included in the repaid Borrowing such that each Revolving Facility Lender receives its ratable share of such repayment (based upon the respective Revolving Facility Credit Exposures of the Revolving Facility Lenders at the time of such repayment) and (y) in all other cases, shall be applied ratably to the Loans included in the repaid Borrowing. Repayments Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of Loans a Swingline Dollar Borrowing or a Swingline Euro Borrowing hereunder, the applicable Swingline Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such selection not later than 1:00 p.m., Local Time, on the scheduled date of such repayment. Except as provided in Section 2.13(d), repayments of Borrowings shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on the Bridge Term Loan Maturity Date and, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay shall repay to the Administrative Agent for the ratable account of the Lenders on the last Business Day of each Lender March, June, September and December, commencing with the then unpaid last Business Day of March 2020, an aggregate principal amount equal to 0.25% of each Rollover Loan on the Rollover Loan Maturity Date. (b) [Reserved]. (c) Prepayment of the Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of the Initial Term Loans outstanding Loanon the Closing Date (which payments shall be reduced as a result of the application of prepayments following the Closing Date in accordance with the order of priority set forth in Section 2.11 or 2.12, irrespective of whether as applicable) (each such outstanding date being referred to as an “Initial Term Loan Installment Date”); provided that if any Incremental Term Loans are ABR Loans or Eurocurrency made following the Closing Date in the form of additional Initial Term Loans. Each repayment of a Borrowing , the amount due on each subsequent Initial Term Loan Installment Date shall be applied ratably increased, effective as of the date of funding of such additional Initial Term Loans, by multiplying (i) the amount of the required payment on such Initial Term Loan Installment Date immediately prior to the funding of such Incremental Term Loans included by (ii) a fraction, the numerator of which is the amount of Initial Term Loans outstanding immediately following the funding of such Incremental Term Loans and the denominator of which is the amount of Initial Term Loans outstanding immediately prior to the funding of such Incremental Term Loans (with any further change as to be agreed between the Borrower and the Administrative Agent in order to achieve fungibility for U.S. federal income tax purposes with any existing Class of Term Loans); (b) (i) in the repaid Borrowing. Repayments event that any Incremental Term Loans (other than additional Initial Term Loans) are made, the Borrower shall repay Borrowings consisting of Incremental Term Loans on the dates (each an “Incremental Term Loan Installment Date”) and in the amounts set forth in the applicable Incremental Facility Amendment, (ii) in the event that any Other Term Loans are made, the Borrower shall repay Borrowings consisting of Other Term Loans on the dates (each an “Other Term Loan Installment Date”) and in the amounts set forth in the applicable Refinancing Amendment and (iii) in the event that any Extended Term Loans are made, the Borrower shall repay Borrowings consisting of Extended Term Loans on the dates (each an “Extended Term Loan Installment Date”) and in the amounts set forth in the applicable Extension Amendment; and (c) to the extent not previously paid, all outstanding Term Loans shall be accompanied by accrued interest due and payable on the amount repaidapplicable Maturity Date.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on On each Quarterly Payment Date, the Bridge Term Loan Maturity Date and, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay shall repay to the Administrative Agent for the ratable account of each Lender the Lenders the principal amount of Term Loans then outstanding in an amount equal to 0.25% of the aggregate initial principal amounts of all Term Loans theretofore borrowed by the Borrower (which amounts shall be reduced as a result of the application of prepayments in accordance with the order of priority set forth in Section 4.8 or as designated by the Borrower in accordance with Section 4.1). For the avoidance of doubt, it is hereby understood that any prepayments of the Existing Initial Term Loans made prior to the Amendment No. 5 Effective Date pursuant to Section 4.1 and designated by the Borrower to apply to amortization payments scheduled to occur after the Amendment No. 5 Effective Date shall reduce amortization payments of the New Term Loans in accordance with such designation as if such New Term Loans were Existing Initial Term Loans. The remaining unpaid principal amount of each Rollover Loan on the Rollover Loan Maturity Date. (b) [Reserved]. (c) Prepayment Term Loans and all other Obligations under or in respect of the Term Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have due and payable in full, if not been applied earlier in accordance with Section 5.08this Agreement, on or before the date falling one Business Day after Term Loan Maturity Date applicable to such Term Loans. Any Term Lender who has agreed to a different Term Loan Maturity Date with respect to the last day of the Certain Funds Period; provided that any such prepayment Term Loans made by it pursuant to clause Amendment No. 5, any other amendment of this Agreement or any Increase Term Joinder, hereby waives its right to receive principal payments at an earlier Term Loan Maturity Date (i) above that would otherwise except for scheduled amortization or mandatory prepayments which may be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Periodapplicable on such date). (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Subject to adjustment pursuant to paragraph (c) of this Section, the Term Borrower shall repay in Dollars Term Loans will mature on (x) the Bridge last day of each of March, June, September and December of each year (each such date being referred to as an "INSTALLMENT DATE") following the six month anniversary of the Closing Date and prior to the Term Loan Maturity Date and, in an amount equal to 1/4 of 1% of the then Maximum Dollar Term Amount and (y) the Term Loan Maturity Date in an amount equal to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid remaining principal amount of each Rollover Loan on the Rollover Loan Maturity DateTerm Loans. (b) [Reserved]To the extent not previously paid, all Term Loans shall be due and payable on the Term Loan Maturity Date. (c) Prepayment of the Term Loans from (after the Closing Date): (i) all Net Proceeds or Excess Cash Flow pursuant to Section 2.11(b2.11(c) or 2.11(d), respectively, shall be applied among the Term Loans on a pro rata basis (and thereafter PRO RATA among each Term Loan Borrowing being repaid) and shall be applied to reduce on a PRO RATA basis (based on the Loans; (iiamount of such amortization payments) any optional prepayments the remaining scheduled amortization payments in respect of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds PeriodLoans. (d) Any Lender holding Term Loans may elect, on not less than two Business Days' prior written notice to the Administrative Agent with respect to any mandatory prepayment of Loans made pursuant to Section 2.11(b) or 2.11(c)) , not to have such prepayment applied to such Lender's Term Loans, in which case the amount not so applied shall be retained by the Term Borrower (and applied as it elects). (e) Prior to any repayment of any Borrowing under any Facility hereunder, the aggregate principal amount applicable Borrower shall select the Borrowing or Borrowings under such Facility to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of outstanding Loansuch selection not later than 2:00 p.m., irrespective Local Time, (i) in the case of whether an ABR Borrowing, one Business Day before the scheduled date of such outstanding Loans are ABR Loans or repayment and (ii) in the case of a Eurocurrency LoansBorrowing, three Business Days before the scheduled date of such repayment. Each repayment of a Borrowing (x) in the case of the Revolving Facility, shall be applied to the Revolving Facility Loans included in the repaid Borrowing such that each Revolving Facility Lender receives its ratable share of such repayment (based upon the respective Revolving Facility Credit Exposures of the Revolving Facility Lenders at the time of such repayment) and (y) in all other cases, shall be applied ratably to the Loans included in the repaid Borrowing. Repayments Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of Loans a Swingline Dollar Borrowing or a Swingline Euro Borrowing hereunder, the applicable Swingline Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent by telephone (confirmed by telecopy) of such selection not later than 1:00 p.m., Local Time, on the scheduled date of such repayment. Except as provided in Section 2.13(d), repayments of Borrowings shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Subject to the other clauses of this Section 2.10 and to Section 9.08(e), (i) the Borrower shall repay principal of outstanding Term Loans will mature on the Bridge last Business Day of each calendar quarter (commencing on the last Business Day of the first calendar quarter of 2021) (each such date being referred to as an “Initial Term Loan Maturity Date Installment Date”) in an aggregate principal amount equal to 0.25% of the aggregate principal amount of Initial Term Loans funded on the Closing Date; (ii) in the event that any Other Term Loans are made, the Borrower shall repay such Other Term Loans on the dates and in the amounts set forth in the related Incremental Assumption Agreement, Extension Amendment or Refinancing Amendment (each such date being referred to as an “Other Term Loan Installment Date”); and, (iii) to the extent then unpaid not previously paid, all outstanding Term Loans shall be due and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan payable on the Rollover Loan applicable Term Facility Maturity Date. (b) [Reserved]. (c) Prepayment Any mandatory prepayment of the Term Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied so that the aggregate amount of such prepayment is allocated among the Initial Term Loans and the Other Term Loans, if any, pro rata based on the aggregate principal amount of outstanding Initial Term Loans and Other Term Loans, if any, to reduce amounts due on the succeeding Term Loan Installment Dates for such Classes in direct order of maturity thereof; provided, that, subject to the pro rata application to Term Loans outstanding within any respective Class of Term Loans; , (iix) with respect to mandatory prepayments of Term Loans pursuant to Section 2.11(b)(i)(1), any Class of Other Incremental Term Loans may receive less than such pro rata share thereof (so long as the amount by which such pro rata share exceeds the amount actually applied to such Class is applied to repay (on a pro rata basis) the outstanding Initial Term Loans and any other Classes of then outstanding Other Incremental Term Loans), in each case to the extent the respective Class receiving less than its pro rata share has consented thereto and (y) the Borrower shall allocate any repayments pursuant to Section 2.11(b)(i)(2) to repay the respective Class or Classes being refinanced, as provided in said Section 2.11(b)(i)(2). Any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall be applied to the remaining installments of the Term Loans under the applicable Class or Classes as the Borrower may in each case direct; and . Prior to any prepayment of any Term Loan under any Facility hereunder, except as set forth in Section 2.10(d), the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be prepaid and shall notify the Administrative Agent by electronic means or by telephone (iiiconfirmed by delivery of a Notice of Loan Prepayment) all proceeds of Bridge Term Loans which have such selection not been applied in accordance with Section 5.08, on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause later than (i) above that would otherwise be required in the case of a Base Rate Borrowing, 11:00 a.m., New York City time, on the scheduled date of such prepayment and (ii) in the case of a Eurodollar Rate Borrowing, 12:00 p.m. noon, New York City time, three (3) Business Days before the scheduled date of such prepayment (or, in each case, such shorter period acceptable to be made during the Certain Funds Period Administrative Agent). Each such notice shall be deferred until irrevocable; provided, that a notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied notice to the aggregate principal amount of outstanding Loan, irrespective of whether Administrative Agent on or prior to the specified effective date) if such outstanding Loans are ABR Loans or Eurocurrency Loanscondition is not satisfied. Each repayment of a Borrowing shall be applied ratably to the Term Loans included in the repaid Borrowing. Repayments All repayments of Term Loans shall be accompanied by (1) accrued interest on the amount repaidrepaid to the extent required by Section 2.13(d) and (2) break funding payments pursuant to Section 2.16. (d) The Borrower shall notify the Administrative Agent in writing of any mandatory prepayment of Term Loans required to be made pursuant to Section 2.11(b) at least two (2) Business Days prior to the date of such prepayment. Each such notice shall specify the date of such prepayment and provide a reasonably detailed calculation of the amount of such prepayment. The Administrative Agent will promptly notify each Term Lender of the contents of any such prepayment notice and of such Term Lender’s ratable portion of such prepayment (based on such Lender’s pro rata share of each relevant Class of the Term Loans). Any Term Lender (a “Declining Term Lender”) may elect, by delivering notice to the Administrative Agent and the Borrower no later than 5:00 p.m. one (1) Business Day after the date of delivery by the Administrative Agent of such notification to such Term Lender of notice from the Administrative Agent regarding such prepayment, that the full amount of any mandatory prepayment otherwise required to be made with respect to the Term Loans held by such Term Lender pursuant to Section 2.11(b) not be made (the aggregate amount of such prepayments declined by the Declining Term Lenders, the “Declined Prepayment Amount”). If a Term Lender fails to deliver notice setting forth such rejection of a prepayment to the Administrative Agent within the time frame specified above or such notice fails to specify the principal amount of the Term Loans to be rejected, any such failure will be deemed an acceptance of the total amount of such mandatory prepayment of Term Loans. Any Declined Prepayment Amount shall be retained by the Borrower. For the avoidance of doubt, the Borrower may, at its option, apply any amounts retained in accordance with the immediately preceding sentence to prepay loans in accordance with Section 2.11(a) below.

Repayment of Term Loans. (a) The Bridge principal amount of the Initial Term Loans will mature of each Term Lender shall be repaid by the Borrowers (i) on the Bridge Term Loan Maturity Date andlast Business Day of each March, June, September and December (commencing on March 31, 20192024), in an amount equal to the extent then unpaid and subject to satisfaction 0.25% of the conditions sum of the aggregate Outstanding Amount of the Term Loans on the Closing Date$2,094,814.30 (which payments shall be reduced as a result of the application of prepayments in accordance with the order of priority set forth in Section 2.01(e2.17(b), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan ) and (ii) on the Rollover Term Loan Maturity Date, in an amount equal to the aggregate Outstanding Amount on such date, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. (b) [Reserved]To the extent not previously paid, (i) each Incremental Term Loan shall be due and payable on the Incremental Term Loan Maturity Date applicable to such Incremental Term Loan, (ii) each Other Term Loan shall be due and payable on the maturity date thereof as set forth in the Refinancing Amendment applicable thereto and (iii) each Extended Term Loan shall be due and payable on the maturity date thereof as set forth in the Permitted Amendment applicable thereto together, in each case, with accrued and unpaid interest on the principal amount to be paid to but excluding the date of payment. (c) Prepayment The Obligations of the Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments Borrowers in respect of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds Term Loans, whether on account of Bridge Term Loans which have not been applied in accordance with Section 5.08principal, on interest, fees or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (otherwise, are joint and shall instead by made on) the date falling immediately after the last day of the Certain Funds Periodseveral. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on On each Quarterly Payment Date, beginning with the Bridge Term Loan Maturity Quarterly Payment Date andin December 2011, to the extent then unpaid and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay shall repay to the Administrative Agent for the ratable account of each Lender the Lenders the principal amount of Term Loans then outstanding in an amount equal to 0.25% of the aggregate initial principal amounts of all Term Loans theretofore borrowed by the Borrower pursuant to Section 2.1 (which amounts shall be reduced as a result of the application orof prepayments in accordance with the order of priority set forth in Section 4.8) or as designated by the Borrower in accordance with Section 4.1). For the avoidance of doubt, it is hereby understood that any prepayments of the Existing Initial Term Loans made prior to the Amendment No. 5 Effective Date pursuant to Section 4.1 and designated by the Borrower to apply to amortization payments scheduled to occur after the Amendment No. 5 Effective Date shall reduce amortization payments of the New Term Loans in accordance with such designation as if such New Term Loans were Existing Initial Term Loans. The remaining unpaid principal amount of each Rollover Loan on the Rollover Loan Maturity Date. (b) [Reserved]. (c) Prepayment Term Loans and all other Obligations under or in respect of the Term Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied as the Borrower may direct; and (iii) all proceeds of Bridge Term Loans which have due and payable in full, if not been applied earlier in accordance with Section 5.08this Agreement, on or before the date falling one Business Day after Term Loan Maturity Date applicable to such Term Loans. Any Term Lender who has agreed to a different Term Loan Maturity Date with respect to the last day of the Certain Funds Period; provided that any such prepayment Term Loans made by it pursuant to clause Amendment No. 5, any other amendment of this Agreement or any Increase Term Joinder, hereby waives its right to receive principal payments at an earlier Term Loan Maturity Date (i) above that would otherwise except for scheduled amortization or mandatory prepayments which may be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Periodapplicable on such date). (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding Loan, irrespective of whether such outstanding Loans are ABR Loans or Eurocurrency Loans. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans shall be accompanied by accrued interest on the amount repaid.

Repayment of Term Loans. (a) The Bridge Term Loans will mature on Subject to the Bridge Term Loan Maturity Date andother clauses of this Section 2.10 and to Section 9.08(e), to the extent then unpaid not previously paid, all outstanding Term Loans shall be due and subject to satisfaction of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Rollover Loan payable on the Rollover Loan applicable Term Facility Maturity Date. (b) [Reserved]. (c) Prepayment Any mandatory prepayment of the Loans from (after the Closing Date): (i) all Net Proceeds pursuant to Section 2.11(b) shall be applied to the Loans; (ii) any optional prepayments of the Term Loans pursuant to Section 2.11(a) shall 2.11(b)shall be applied as so that the Borrower may direct; and (iii) all proceeds aggregate amount of Bridge such prepayment is allocated among the Initial Term Loans which have not been applied in accordance with Section 5.08and the Other Term Loans, if any, pro rata based on or before the date falling one Business Day after the last day of the Certain Funds Period; provided that any such prepayment pursuant to clause (i) above that would otherwise be required to be made during the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding LoanInitial Term Loans and Other Term Loans, irrespective if any,; provided, that, subject to the pro rata application to Term Loans outstanding within any respective Class of whether Term Loans, the Borrower shall allocate any repayments pursuant to Section 2.11(b)(2) to repay the respective Class or Classes being refinanced, as provided in said Section 2.11(b)(2). Prior to any prepayment of any Term Loan under any Facility hereunder, except as set forth in Section 2.10(d), the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be prepaid and shall notify the Administrative Agent by electronic means or by telephone (confirmed by delivery of a Notice of Loan Prepayment) of such outstanding Loans are ABR Loans selection not later than 12:00 p.m. noon, New York City time, two Business Days before the scheduled date of such prepayment (or, in each case, such shorter period acceptable to the Administrative Agent). Each such notice shall be irrevocable; provided, that a notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or Eurocurrency Loanssimilar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Each repayment of a Borrowing shall be applied ratably to the Term Loans included in the repaid Borrowing. Repayments All repayments of Term Loans shall be accompanied by accrued interest on the amount repaidrepaid to the extent required by Section 2.13(d). (d) The Borrower shall notify the Administrative Agent in writing of any mandatory prepayment of Term Loans required to be made pursuant to Section 2.11(b) at least two (2) Business Days prior to the date of such prepayment. Each such notice shall specify the date and amount of such prepayment. The Administrative Agent will promptly notify each Term Lender of the contents of any such prepayment notice and of such Term Lender’s ratable portion of such prepayment (based on such Lender’s pro rata share of each relevant Class of the Term Loans). Any Term Lender (a “Declining Term Lender”) may elect, by delivering notice to the Administrative Agent and the Borrower no later than 5:00 p.m. one (1) Business Day after the date of delivery by the Administrative Agent of such notification to such Term Lender of notice from the Administrative Agent regarding such prepayment, that the full amount of any mandatory prepayment otherwise required to be made with respect to the Term Loans held by such Term Lender pursuant to Section 2.11(b) not be made (the aggregate amount of such prepayments declined by the Declining Term Lenders, the “Declined Prepayment Amount”). If a Term Lender fails to deliver notice setting forth such rejection of a prepayment to the Administrative Agent within the time frame specified above or such notice fails to specify the principal amount of the Term Loans to be rejected, any such failure will be deemed an acceptance of the total amount of such mandatory prepayment of Term Loans. Any Declined Prepayment Amount shall be retained by the Borrower. For the avoidance of doubt, the Borrower may, at its option, apply any amounts retained in accordance with the immediately preceding sentence to prepay loans in accordance with Section 2.11(a) below.

Repayment of Term Loans. (a) The Bridge Term Loans will mature Subject to the other paragraphs of this Section, commencing September 30, 2015, the Borrower shall (subject to the application of clause (b) below and Section 2.23) repay Borrowings on the Bridge last day of March, June, September and December in each year prior to the Maturity Date (each such date being referred to as a “Term Loan Maturity Date andInstallment Date”), in each case in an amount equal to the extent then unpaid and subject to satisfaction 0.25% of the conditions set forth in Section 2.01(e), will automatically be converted into Rollover Loans as set forth under Section 2.01(b). The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid original principal amount of each Rollover Loan the Term Loans made on the Rollover Loan Closing Date and the final principal repayment installment of the Term Loans shall be repaid on the Maturity DateDate (subject to Section 2.23) and shall be in an amount equal to the aggregate principal amount outstanding on such date. (b) [Reserved]. (c) Prepayment of the Loans from (after the Closing Date):Borrowings from: (i) all Net Proceeds pursuant to Section 2.11(b) and Excess Cash Flow pursuant to Section 2.11(c) shall be applied first to Base Rate Loans and then to LIBOR Loans, with the Loans;application thereof to remaining installments as directed by the Borrower (or if the Borrower fails to specify, in direct order of maturity); and (ii) any optional prepayments of the Loans pursuant to Section 2.11(a) shall be applied to the remaining installments thereof, in each case, as directed by the Borrower may direct; and(or if the Borrower fails to specify, shall be applied first to Base Rate Loans and then to LIBOR Loans, in each case, in direct order of maturity). (iiic) all proceeds Prior to any optional repayment of Bridge Term Loans which have not been applied in accordance with Section 5.08any Borrowing hereunder, on the Borrower shall notify the Administrative Agent by telephone (confirmed by fax or before the date falling one Business Day after the last day other electronic transmission (including “.pdf” or “.tif”)) of the Certain Funds Period; provided that any such prepayment pursuant Borrowings to clause be repaid not later than 12:00 p.m., (i) above that would otherwise be required to be made during in the Certain Funds Period shall be deferred until (and shall instead by made on) the date falling immediately after the last day case of the Certain Funds Period. (d) Any mandatory prepayment of Loans pursuant to Section 2.11(b)) shall be applied to the aggregate principal amount of outstanding a Base Rate Loan, irrespective one (1) Business Day before the scheduled date of whether such outstanding Loans are ABR Loans or Eurocurrency Loansrepayment and (ii) in the case of a LIBOR Loan, three (3) Business Days before the scheduled date of such repayment. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Loans Borrowings shall be accompanied by accrued interest on the amount repaid. In the event the Borrower fails to specify the Borrowings to which any such voluntary prepayment shall be applied, such prepayment shall be applied as follows first to prepay the Base Rate Loans and then to the LIBOR Loans, in each case, in direct order of maturity.