Common use of Term Loan Amendment Clause in Contracts

Term Loan Amendment. To effectuate the addition of a Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”). Each such Term Loan Amendment shall provide that (i) the scheduled maturity date of the Term Loan shall not be sooner than the Maturity Date and amortization to be agreed upon by the Company, the Administrative Agent and the Lenders providing the Term Loan, (ii) the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company and the Lenders of the Term Loans. Notwithstanding Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement necessary or advisable to effectuate any Term Loan or any provisions thereof in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, the Administrative Agent and each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon the effectiveness of such Term Loan Amendment and the Lender or Lenders providing such Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan Amendment.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.13 and executed by Borrower, each Term Lender providing such Term Commitments and Administrative Agent. Any corresponding amendments to the other Loan Documents necessary or appropriate in connection with and in compliance with this Section 2.13 shall be effective once executed by Borrower and Administrative Agent (without the consent of any Lender). Each such The Term Loan Amendment shall provide that may, without the consent of any other Lender, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and Borrower, to effect the provisions of this Section 2.13 (i) including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the scheduled maturity date benefit of all Lenders). Borrower will use the proceeds of the Term Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) The Lenders hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the other Loan shall not Documents with the Credit Parties as may be sooner than necessary in order to establish new tranches or sub-tranches in respect of Loans or commitments made or established pursuant to this Section 2.13 and such technical amendments as may be necessary or appropriate in the Maturity Date and amortization to be agreed upon by the Company, the reasonable opinion of Administrative Agent and Borrower in connection with the Lenders providing establishment of such new tranches or sub-tranches, in each case, on terms consistent with this Section 2.13, including any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term LoanLoans to be fungible for United States federal income tax purposes with another Class of Term Loans, (ii) which shall include any amendments that do not reduce the Term Loan shall be collateralized on the same basis as the Loans and ratable amortization received by each Lender thereunder. MRC Energy Company Credit Agreement 61 (iii) the applicable margins for the Term Loans shall be determined by the Company and the Lenders of the Term Loans. Notwithstanding Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement necessary or advisable to effectuate any Term Loan or any provisions thereof in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, the Administrative Agent and each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon Upon the effectiveness of such Term Loan Amendment Amendment, this Agreement may be amended by Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the Term Commitment of each Term Lender party thereto and any resulting changes in the Lender or Lenders providing such Lenders’ Applicable Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan AmendmentCommitment Percentages.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.11 and executed by the Borrower, each Term Lender providing such Term Commitments and the Administrative Agent. Any corresponding amendments to the other Loan Documents necessary or appropriate in connection with and in compliance with this Section 2.11 shall be effective once executed by the Borrower and the Administrative Agent (without the consent of any Lender). Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Lender, effect such amendments to this Agreement as may be necessary or appropriate, in the Term Loan shall not be sooner than the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.11 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders). The Borrower will use the proceeds of the Term LoanLoans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees, which agreement shall be given or withheld in such Xxxxxx’s sole discretion. (ii) the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company The Lenders hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the Lenders other Loan Documents with the Credit Parties as may be necessary order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.11 and such technical amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case, on terms consistent with this Section 2.11, including any amendments that are not adverse to the interests of any Lender or other approved financial institution making such Incremental Facility. So long as that are made to effectuate changes necessary to enable any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon to be fungible for United States federal income tax purposes with another Class of Term Loans, which (iii) Upon the effectiveness of such Term Loan Amendment and Amendment, this Agreement may be amended by the Administrative Agent (without the consent of any other party hereto) by adding a new Annex I hereto or amending an existing Annex I hereto to reflect the Term Commitment of each Term Lender or Lenders providing such Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan Amendmentparty thereto.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”)) to this Agreement and, as appropriate, amendments to the other Loan Documents, executed by the Borrower, each Term Lender providing such Term Commitments and the Administrative Agent, as applicable. Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Loan Party or Lender, effect such amendments to this Agreement and the Term other Loan shall not Documents as may be sooner than necessary or appropriate, in the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.10 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders). The Borrower will use the proceeds of the Term Loan, Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) The Lenders hereby irrevocably authorize the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company Administrative Agent to enter into amendments to this Agreement and the Lenders other Loan Documents with the Loan Parties as may be necessary in order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.10 and such technical amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case on terms consistent with this Section 2.10, including the introduction of additional or the tightening of existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders and any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term Loans to be fungible for United States federal income tax purposes with another Class of Term Loans, which shall include any amendments that do not reduce the ratable amortization received by each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon thereunder. (iii) Upon the effectiveness of such Term Loan Amendment Amendment, this Agreement may be amended by the Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the Term Commitment of each Term Lender party thereto and any resulting changes in the Lender or Lenders providing such Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Lenders’ Applicable Term Loan on the effective date of the applicable Term Loan AmendmentPercentages.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.13 and executed by Borrower, each Term Lender providing such Term Commitments and Administrative Agent. Any corresponding amendments to the other Loan Documents necessary or appropriate in connection with and in compliance with this Section 2.13 shall be effective once executed by Xxxxxxxx and Administrative Agent (without the consent of any Lender). Each such The Term Loan Amendment shall provide that may, without the consent of any other Lender, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and Borrower, to effect the provisions of this Section 2.13 (i) including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the scheduled maturity date benefit of all Lenders). Borrower will use the proceeds of the Term Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) The Lenders hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the other Loan shall not Documents with the Credit Parties as may be sooner than necessary in order to establish new tranches or sub-tranches in respect of Loans or commitments made or established pursuant to this Section 2.13 and such technical amendments as may be necessary or appropriate in the Maturity Date and amortization to be agreed upon by the Company, the reasonable opinion of Administrative Agent and Borrower in connection with the Lenders providing establishment of such new tranches or sub-tranches, in each case, on terms consistent with this Section 2.13, including any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term LoanLoans to be fungible for United States federal income tax purposes with another Class of Term Loans, (ii) which shall include any amendments that do not reduce the Term Loan shall be collateralized on the same basis as the Loans and ratable amortization received by each Lender thereunder. (iii) the applicable margins for the Term Loans shall be determined by the Company and the Lenders of the Term Loans. Notwithstanding Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement necessary or advisable to effectuate any Term Loan or any provisions thereof in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, the Administrative Agent and each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon Upon the effectiveness of such Term Loan Amendment Amendment, this Agreement may be amended by Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the Term Commitment of each Term Lender party thereto and any resulting changes in the Lender or Lenders providing such Lenders’ Applicable Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan AmendmentCommitment Percentages.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.17 and executed by Borrower, each Term Bank providing such Term Commitments and the Administrative Agent. Any corresponding amendments to the other Loan Papers necessary or appropriate in connection with and in compliance with this Section 2.17 shall be effective once executed by Xxxxxxxx and the Administrative Agent (without the consent of any Bank). Each such The Term Loan Amendment shall provide that may, without the consent of any other Bank, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and Borrower, to effect the provisions of this Section 2.17 (i) including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the scheduled maturity date benefit of all Bank). Borrower will use the proceeds of the Term Loans for any purpose not prohibited by this Agreement. No Bank shall be obligated to provide any Term Loans unless it so agrees. (ii) The Banks hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the other Loan shall not Papers with the Credit Parties as may be sooner than necessary in order to establish new tranches or sub-tranches in respect of Loans or commitments made or established pursuant to this Section 2.17 and such technical amendments as may be necessary or appropriate in the Maturity Date and amortization to be agreed upon by the Company, the reasonable opinion of Administrative Agent and Borrower in connection with the Lenders providing establishment of such new tranches or sub-tranches, in each case on terms consistent with this Section 2.17, including any amendments that are not adverse to the interests of any Bank that are made to effectuate changes necessary to enable any Term LoanLoans to be fungible for United States federal income tax purposes with another Class of Term Loans, (ii) which shall include any amendments that do not reduce the Term Loan shall be collateralized on the same basis as the Loans and ratable amortization received by each Bank thereunder. (iii) the applicable margins for the Term Loans shall be determined by the Company and the Lenders of the Term Loans. Notwithstanding Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement necessary or advisable to effectuate any Term Loan or any provisions thereof in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, the Administrative Agent and each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon Upon the effectiveness of such Term Loan Amendment Amendment, this Agreement may be amended by Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the Term Commitment of each Term Bank party thereto and any resulting changes in the Lender or Lenders providing such Banks’ Applicable Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan AmendmentCommitment Percentages.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.09 and executed by the Borrower, each Term Lender providing such Term Commitments and the Administrative Agent. Any corresponding amendments to the other Loan Documents necessary or appropriate in connection with and in compliance with this Section 2.09 shall be effective once executed by the Borrower and the Administrative Agent (without the consent of any Lender). Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Lender, effect such amendments to this Agreement as may be necessary or appropriate, in the Term Loan shall not be sooner than the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.09 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders). The Borrower will use the proceeds of the Term Loan, Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company The Lenders hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the Lenders other Loan Documents with the Credit Parties as may be necessary in order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.09 and such amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case, on terms consistent with this Section 2.09, including any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term Loans to be fungible for United States federal income tax purposes with another Class of Term Loans, which shall include any amendments that do not reduce the ratable amortization received by each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon thereunder. (iii) Upon the effectiveness of such Term Loan Amendment and Amendment, this Agreement may be amended by the Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the Term Commitment of each Term Lender or Lenders providing such Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan Amendmentparty thereto.

Term Loan Amendment. To effectuate the addition of a (i) New Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.11 and executed by the Borrower, each Term Bank providing such New Term Commitments and the Administrative Agent. Any corresponding amendments to the other Loan Papers necessary or appropriate in connection with and in compliance with this Section 2.11 shall be effective once executed by the Borrower and the Administrative Agent (without the consent of any Bank). Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Bank, effect such amendments to this Agreement as may be necessary or appropriate, in the Term Loan shall not be sooner than the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.11 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Banks). The Borrower will use the proceeds of the Term Loan, Loans for any purpose not prohibited by this Agreement. No Bank shall be obligated to provide any Term Loans unless it so agrees. (ii) The Banks hereby irrevocably authorize the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company Administrative Agent to enter into amendments to this Agreement and the Lenders other Loan Papers with the Credit Parties as may be necessary in order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.11 and such technical amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each Lender or other approved financial institution making such Incremental Facility. So long as case on terms consistent with this Section 2.11, including any financial institution amendments that are not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant adverse to a Term Loan Amendment, the interests of any Bank that are made to effectuate changes necessary to enable any Term Loans being requested to be fungible for United States federal income tax purposes with another Class of Term Loans, which shall include any amendments that do not reduce the ratable amortization received by the Company shall become effective under this Agreement upon each Bank thereunder. (iii) Upon the effectiveness of such Term Loan Amendment Amendment, this Agreement may be amended by the Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the New Term Commitment of each Term Bank party thereto and any resulting changes in the Lender or Lenders providing such Banks’ Applicable Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan AmendmentCommitment Percentages.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”)) to this Agreement and, as appropriate, amendments to the other Loan Documents, executed by the Borrower, each Term Lender providing such Term Commitments and the Administrative Agent, as applicable. Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Loan Party or Lender, effect such amendments to this Agreement and the Term other Loan shall not Documents as may be sooner than necessary or appropriate, in the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.10 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders). The Borrower will use the proceeds of the Term Loan, Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) The Lenders hereby irrevocably authorize the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company Administrative Agent to enter into amendments to this Agreement and the Lenders other Loan Documents with the Loan Parties as may be necessary in order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.10 and such technical amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case on terms consistent with this Section 2.10, including the introduction of additional or the tightening of existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders and any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term Loans to be fungible for United States federal income tax purposes with another Class of Term Loans, which shall include any amendments that do not reduce the ratable amortization received by each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon thereunder. (iii) Upon the effectiveness of such Term Loan Amendment and the Lender or Lenders providing such Term Loans Amendment, Annex I to this Agreement shall be deemed amended to have agreed, severally reflect the Term Commitment of each Term Lender party thereto and not jointly, upon any resulting changes in the terms and subject to the conditions of this Agreement, to make a Lenders’ Applicable Term Loan on the effective date of the applicable Term Loan AmendmentPercentages.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.17 and executed by the Borrower, each Term Lender providing such Term Commitments and the Administrative Agent. Any corresponding amendments to the other Credit Documents necessary or appropriate in connection with and in compliance with this Section 2.17 shall be effective once executed by the Borrower and the Administrative Agent (without the consent of any Lender). Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Lender, effect such amendments to this Agreement as may be necessary or appropriate, in the Term Loan shall not be sooner than the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.17 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders). The Borrower will use the proceeds of the Term Loan, Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company The Lenders hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the Lenders other Credit Documents with the Credit Parties as may be necessary in order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.17 and such technical amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case, on terms consistent with this Section 2.17, including any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term Loans to be fungible for United States federal income tax purposes with another Class of Term Loans, which shall include any amendments that do not reduce the ratable amortization received by each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon thereunder. (iii) Upon the effectiveness of such Term Loan Amendment and Amendment, this Agreement may be amended by the Administrative Agent (without the consent of any other party hereto) by adding a new Schedule hereto or amending an existing Schedule hereto to reflect the Term Commitment of each Term Lender or Lenders providing such Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan Amendmentparty thereto.

Term Loan Amendment. To effectuate the addition of a (i) Term Loan, the Company, the Administrative Agent and each Lender or other approved financial institution agreeing Commitments shall become Commitments under this Agreement pursuant to provide such Term Loan, shall execute an amendment (each, a “Term Loan Amendment”) to this Agreement in compliance with this Section 2.09 and executed by the Borrower, each Term Lender providing such Term Commitments and the Administrative Agent. Any corresponding amendments to the other Loan Documents necessary or appropriate in connection with and in compliance with this Section 2.09 shall be effective once executed by the Borrower and the Administrative Agent (without the consent of any Lender). Each such The Term Loan Amendment shall provide that (i) may, without the scheduled maturity date consent of any other Lender, effect such amendments to this Agreement as may be necessary or appropriate, in the Term Loan shall not be sooner than the Maturity Date and amortization to be agreed upon by the Company, reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.09 (including introducing additional or tightening existing mandatory prepayments, representations and warranties, covenants or events of default for the benefit of all Lenders). The Borrower will use the proceeds of the Term Loan, Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Term Loans unless it so agrees. (ii) the Term Loan shall be collateralized on the same basis as the Loans and (iii) the applicable margins for the Term Loans shall be determined by the Company The Lenders hereby irrevocably authorize Administrative Agent to enter into amendments to this Agreement and the Lenders other Loan Documents with the Credit Parties as may be necessary in order to establish new tranches or sub-tranches in respect of the Term Loans. Notwithstanding Loans or commitments made or established pursuant to this Section 10.01, any waiver, consent or other amendment to any term or provision of this Agreement 2.09 and such technical amendments as may be necessary or advisable to effectuate any Term Loan or any provisions thereof appropriate in accordance with the terms of, or the intent of, this Agreement, shall be effective when executed by the Company, reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case, on terms consistent with this Section 2.09, including any amendments that are not adverse to the interests of any Lender that are made to effectuate changes necessary to enable any Term Loans to be fungible for United States federal income tax purposes with another Class of Term Loans, which shall include any amendments that do not reduce the ratable amortization received by each Lender or other approved financial institution making such Incremental Facility. So long as any financial institution not theretofore a Lender which is providing a Term Loan shall have become a Lender under this Agreement pursuant to a Term Loan Amendment, the Term Loans being requested by the Company shall become effective under this Agreement upon thereunder. (iii) Upon the effectiveness of such Term Loan Amendment and Amendment, this Agreement may be amended by the Administrative Agent (without the consent of any other party hereto) by adding a new Annex hereto or amending an existing Annex hereto to reflect the Term Commitment of each Term Lender or Lenders providing such Term Loans shall be deemed to have agreed, severally and not jointly, upon the terms and subject to the conditions of this Agreement, to make a Term Loan on the effective date of the applicable Term Loan Amendmentparty thereto.