Common use of Term B Loan Clause in Contracts

Term B Loan. (i) Subject to the terms and conditions hereof, (A) each Term B Dollar Lender agrees to make a loan in Dollars (the “Term B Dollar Loans”) to the Borrower on the Closing Date in the aggregate principal amount of such Lender’s Term B Dollar Commitment; and (B) each Term B Euro Lender agrees to make a loan in Euros (the “Term B Euro Loans” and, together with the Term B Dollar Loans, the “Term B Loans”) to the Borrower on the Closing Date in the aggregate principal amount of such Lender’s Term B Euro Commitment. No amount of a Term B Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder. The Term B Dollar Loans (i) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (ii) shall be denominated in Dollars, (iii) shall initially be Eurocurrency Loans with an Interest Period of up to one month, as determined by the Administrative Agent and, except as hereinafter provided, may, at the option of the Borrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans or a combination thereof, provided, that all Term B Dollar Loans made by the Term B Dollar Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Dollar Loans of the same Type. The Term B Euro Loans (1) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (2) shall be denominated in Euros, (3) shall initially be made as Eurocurrency Loans with an Interest Period of one month, provided, that all Term B Euro Loans made by the Term B Euro Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Euro Loans of the same Type.

Term B Loan. Each Lender which, prior to the Seventh Amendment Effective Date, was a Term B Lender (ieach an "Original Term B Lender") Subject to severally and for itself alone, hereby agrees, on the terms and subject to the conditions hereof, (A) each hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents to continue its Term B Dollar Loan (each such loan, an "Original Term B Loan" and collectively, the "Original Term B Loans") on and after the Seventh Amendment Effective Date as a loan (each such loan, a "Term B Loan" and collectively together with the Additional Term B Loans, the "Term B Loans"). Each Lender agrees with an Additional Term B Commitment, severally and for itself alone, hereby agrees, on the terms and subject to the conditions set forth in Section 5.3 hereof and otherwise set forth herein and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, if made, an "Additional Term B Loan" and a "Term B Loan" and collectively the "Additional Term B Loans") during the period from the Seventh Amendment Effective Date until December 15, 2003 in Dollars a single draw (the “date of such drawing the "Additional Term B Dollar Loans”Borrowing Date") to the Borrower on the Closing Date which is in the an aggregate principal amount equal to the Additional Term B Commitment of such Lender’s Lender and which, when aggregated with the Additional Term Loan Commitments of all other Lenders shall not exceed the Maximum Additional Term Loan Commitment Amount. From and after the Additional Term B Dollar Commitment; and (B) each Borrowing Date, the Original Term B Euro Lender agrees to make a loan in Euros (Loans and the “Additional Term B Euro Loans” and, together with Loans shall collectively constitute the Term B Dollar LoansLoans and all references to Term B Loans herein should be deemed to be references to either or both, as the “context may require, of the Original Term B Loans or Additional Term B Loans”) . Each Lender's Additional Term B Commitment shall expire immediately and without further action after giving effect to the Borrower Additional Term B Loans made on the Closing Date in the aggregate principal amount of such Lender’s Additional Term B Euro CommitmentBorrowing Date or on December 15, 2003 if the Additional Term B Borrowing Date has not occurred on or before such date. No amount of a Term B Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder. The Term B Dollar Loans (i) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (ii) shall be denominated in Dollars, (iii) shall initially be Eurocurrency Loans with an Interest Period of up to one month, as determined by the Administrative Agent and, except as hereinafter provided, may, at the option of the Borrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans or a combination thereof, provided, that all Term B Dollar Loans made by the Term B Dollar Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Dollar Loans of the same Type. The Term B Euro Loans (1) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (2) shall be denominated in Euros, (3) shall initially be made as Eurocurrency Loans with an Interest Period of one month, provided, that all Term B Euro Loans made by the Term B Euro Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Euro Loans of the same Type."

Term B Loan. (i) Each Lender which, prior to the First Amendment Effective Date, was a Term B Dollar Lender (each an “Original Term B Dollar Lender”) severally and for itself alone, hereby agrees, on the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents to continue its Term B Dollar Loan (each such loan, an “Original Term B Dollar Loan” and collectively, the “Original Term B Dollar Loans”) on and after the First Amendment Effective Date as a loan. Each Lender with an Additional Term B Commitment, severally and for itself alone, hereby agrees, on the terms and subject to the conditions set forth in the First Amendment and otherwise set forth herein and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, if made, an “Additional Term B Dollar Loan” and a “Term B Dollar Loan” and collectively the “Additional Term B Dollar Loans”) on the First Amendment Effective Date in a single advance to the Borrower in an aggregate principal amount equal to the Additional Term B Dollar Commitment of such Lender. From and after the First Amendment Effective Date, the Original Term B Dollar Loans and the Additional Term B Dollar Loans shall be referred to individually as a “Term B Dollar Loan” and collectively as the “Term B Dollar Loans” and all references to Term B Dollar Loans herein shall be deemed to be references to either or both, as the context may require, of the Original Term B Dollar Loans or Additional Term B Dollar Loans. Each Lender’s Additional Term B Dollar Commitment shall expire immediately and without further action after giving effect to the Additional Term B Dollar Loans made on the First Amendment Effective Date. Subject to the terms and conditions hereof, (A) each Term B Dollar Lender agrees to make a loan in Dollars (the “Term B Dollar Loans”) to the Borrower on the Closing Date in the aggregate principal amount of such Lender’s Term B Dollar Commitment; and (B) each Term B Euro Lender agrees to make a loan in Euros (the “Term B Euro Loans” and, together with the Term B Dollar Loans, the “Term B Loans”) to the Borrower on the Closing Date in the aggregate principal amount of such Lender’s Term B Euro Commitment. No amount of a Term B Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder. The Term B Dollar Loans (i) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (ii) shall be denominated in Dollars, (iii) shall initially be Eurocurrency Loans with an Interest Period of up to one month, as determined by the Administrative Agent and, except as hereinafter provided, may, at the option of the Borrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans or a combination thereof, provided, that all Term B Dollar Loans made by the Term B Dollar Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Dollar Loans of the same Type. The Term B Euro Loans (1) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (2) shall be denominated in Euros, (3) shall initially be made as Eurocurrency Loans with an Interest Period of one month, provided, that all Term B Euro Loans made by the Term B Euro Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Euro Loans of the same Type.

Term B Loan. (i) Subject to the terms and conditions hereof, (A) each Existing Term B Lender and Existing Term C Lender party to this Agreement on the Amendment and Restatement Effective Date (each such Lender, a "Rolling Term Lender") agrees to convert (the "Existing Term Loan Conversion") its Existing Term Loans into new term B loans under this Agreement in an amount equal to the lesser of (i) the outstanding principal amount of such Lender's Existing Term Loans or (ii) such Lender's Final Term B Dollar Allocation (in each case, the "Converted Term Loans"); (B) each New Term B Dollar Lender agrees to make a new loan in Dollars (the “"New Term B Dollar Loans”" and, together with the Converted Term Loans, the "Term B Dollar Loans") to the Borrower on the Closing Amendment and Restatement Effective Date in the aggregate principal amount of such Lender’s 's New Term B Dollar Commitment; and (BC) each Term B Euro Lender agrees to make a new loan in Euros (the “"Term B Euro Loans” " and, together with the Term B Dollar Loans, the “"Term B Loans”") to the Borrower on the Closing Amendment and Restatement Effective Date in the aggregate principal amount of such Lender’s 's Term B Euro Commitment. To the extent that the Final Term B Allocation of any Rolling Term Lender is less than the aggregate principal amount of such Lender's existing Term Loans, DBTCA hereby irrevocably agrees to purchase at par and assume such Existing Term Loans from such Lender without recourse to such Lender (and such Lender hereby irrevocably sells and assigns such Loan to DBTCA) effective on the Amendment and Restatement Effective Date immediately prior to satisfaction of the conditions set forth in Section 5.1 hereof. The foregoing purchase and sale is made subject to the standard terms and conditions for assignment and assumption as set forth on Annex 1 to the Assignment and Assumption Agreement. On the Amendment and Restatement Effective Date, DBTCA shall deliver to such Lender in immediately available funds the principal amount of such assigned Existing Term Loans together with accrued interest and fees as of such date. The Borrower, Administrative Agent and Lenders acknowledge and agree that on the Amendment and Restatement Effective Date, after giving effect to the Existing Term Loan Conversion and the issuance of New Term B Dollar Loans and Term B Euro Loans, the aggregate Dollar Equivalent principal amount of Term B Loans outstanding is equal to $1,366,641,000. No amount of a Term B Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder. The Term B Dollar Loans (i) shall shall, in the case of the Restatement Term B Dollar Loans, be advanced to incurred by the Borrower pursuant to a single drawing, which shall be on the Closing Amendment and Restatement Effective Date, (ii) shall be denominated in Dollars, (iii) shall initially be Eurocurrency Base Rate Loans with an Interest Period of up to one month, as determined by the Administrative Agent and, except as hereinafter provided, may, at the option of the Borrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans or a combination thereofLoans, provided, that (x) all Term B Dollar Loans made by the Term B Dollar Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Dollar Loans of the same TypeType and (y) except as permitted by the Administrative Agent in its sole discretion, no incurrences of, or conversions into, Term B Dollar Loans maintained as Eurocurrency Loans may be effected prior to the earlier of (A) the third day after the Amendment and Restatement Effective Date and (B) the date the Administrative Agent notifies the Borrower that Eurocurrency Loans are available. The Term B Euro Loans (1i) shall be advanced to incurred by the Borrower pursuant to a single drawing, which shall be on the Closing Amendment and Restatement Effective Date, (2ii) shall be denominated in Euros, (3iii) shall initially be made as Eurocurrency Loans with an Interest Period of one monthLoans, provided, that all Term B Euro Loans made by the Term B Euro Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Euro Loans of the same Type.

Term B Loan. (i) Subject to Each Term B Lender, severally and for itself alone, hereby agrees, on the terms and subject to the conditions hereofhereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, (A) each Term B Dollar Lender agrees to make a term loan in Dollars (the “each such loan, a "Term B Dollar Loan" and collectively, the "Term B Loans”") to the Borrower Company on the Closing Initial Borrowing Date in the an aggregate principal amount of such Lender’s Term B Dollar Commitment; and (B) each Term B Euro Lender agrees equal to make a loan in Euros (the “Term B Euro Loans” and, together with the Term B Dollar Loans, the “Commitment of such Term B Loans”) to the Borrower on the Closing Date in the aggregate principal amount of such Lender’s Term B Euro Commitment. No amount of a Term B Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder. The Term B Dollar Loans (i) shall be advanced to the Borrower incurred by Company pursuant to a single drawing, which shall be on the Closing Initial Borrowing Date, (ii) shall be denominated in Dollars, (iii) shall initially be Eurocurrency made as Base Rate Loans with an Interest Period of up to one month, as determined by the Administrative Agent and, except as hereinafter provided, may, at the option of the BorrowerCompany, be maintained as and/or converted combined into Base Rate Loans or Eurocurrency Loans Loans, provided that except as permitted by Administrative Agent in its sole discretion, no incurrences of, or a combination thereofconversions into, provided, that all Term B Dollar Loans made by the Term B Dollar Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Dollar Loans of the same Type. The Term B Euro Loans (1) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (2) shall be denominated in Euros, (3) shall initially be made maintained as Eurocurrency Loans with an Interest Period in excess of one monththirty days (with all such Interest Periods ending on the same day during such period) may be effected prior to the earlier of (1) the 90th day after the Initial Borrowing Date and (2) the Syndication Date, provided, and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Initial Borrowing Date that all Term B Euro Loans made by aggregate principal amount which equals the Term B Euro Lenders pursuant to the same Borrowing shallCommitment, unless otherwise specifically provided hereinif any, consist entirely of such Lender at such time. Each Term B Euro Lender's Term B Commitment shall expire immediately and without further action on the Initial Borrowing Date if the Term B Loans are not made on the Initial Borrowing Date. No amount of the same Typea Term B Loan which is repaid or prepaid by Company may be reborrowed hereunder.

Term B Loan. (i) Subject to On the Closing Date, each Term B Lender severally agrees, on the terms and conditions hereofset forth in this Agreement, (A) each Term B Dollar Lender agrees to make a loan in Dollars (the “Term B Dollar Loans”) Loan to the Borrower pursuant to such Term B Lender’s Term B Commitment, which Term B Loans: (i) can only be incurred on the Closing Date in the aggregate principal entire amount of such each Term B Lender’s Term B Dollar Commitment; and (B) each Term B Euro Lender agrees to make a loan in Euros (the “Term B Euro Loans” and, together with the Term B Dollar Loans, the “Term B Loans”) to the Borrower on the Closing Date in the aggregate principal amount of such Lender’s Term B Euro Commitment. No amount of a Term B Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder. The Term B Dollar Loans (i) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (ii) shall once prepaid or repaid, 30 Credit Agreement may not be denominated in Dollarsreborrowed, (iii) shall initially be Eurocurrency Loans with an Interest Period of up to one month, as determined by the Administrative Agent andmay, except as hereinafter provided, mayset forth herein, at the option of the Borrower, be incurred and maintained as and/or converted into as, or Converted into, Term B Loans that are Base Rate Loans or Eurocurrency Loans or a combination thereofEurodollar Loans, providedin each case denominated in Dollars, provided that all Term B Dollar Loans made by as part of the same Term B Dollar Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, shall consist entirely of Term B Dollar Loans of the same Type; (iv) shall be repaid in accordance with Section 2.13(b); and (v) shall not exceed (A) for any Term B Lender at the time of incurrence thereof the aggregate principal amount of such Term B Lender’s Term B Commitment, and (B) for all the Term B Lenders at the time of incurrence thereof the Total Term B Loan Commitment. The Term B Euro Loans (1) shall be advanced to the Borrower pursuant to a single drawing, which shall be on the Closing Date, (2) shall be denominated in Euros, (3) shall initially be made as Eurocurrency Loans with an Interest Period of one month, provided, that all by each Term B Euro Loans Lender will be made by such Term B Lender in the aggregate amount of its Term B Commitment in accordance with Section 2.07 hereof. The Term B Commitments shall automatically and immediately terminate after the making of the Term B Euro Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Euro Loans of the same TypeLoans.