Common use of The Term Borrowings Clause in Contracts

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) each Tranche A Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; (ii) each Tranche B Term Loan Lender severally agrees to make to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) On the Original Closing Date, each Tranche A Original Term Loan Lender severally agrees to make made to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount amount equal to such Tranche A Original Term Loan Lender’s Tranche A Original Term Loan Commitment on the Original Closing Date; . (ii) On the Restatement Effective Date, each Tranche B New Term Loan Lender severally agrees to make made to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount amount equal to such Tranche C New Term Loan Lender’s Tranche C New Term Loan Commitment on the Closing Restatement Effective Date; . (iii) On the Second Restatement Effective Date, in accordance with, and upon the terms and conditions set forth in, the Second Amendment Agreement (a) the Existing Term Loans of each Extending Term Lender (as defined in the Second Amendment Agreement) outstanding on such date were continued under the Original Credit Agreement and reclassified as Term B-2 Loans of such Lender in the principal amount set forth as the “Extended Amount” on its signature page to the Second Amendment Agreement and (b) the Existing Term Loans of each Non-Extending Term Lender (as defined in the Second Amendment Agreement) and the Existing Term Loans (if any) of each Extending Term Lender not reclassified as Term B-2 Loans pursuant to clause (a) above were continued under the Original Credit Agreement and reclassified on such date as Term B-1 Loans of such Lender. (iv) each Delayed Draw 1 On and after the Second Restatement Effective Date, all Term Loan Lender severally agrees to make B-2 Loans ranked pari passu in right of payment and security with, and otherwise had the same terms, rights and benefits as, the Term B-1 Loans outstanding immediately prior to the Parent Borrower loans denominated Second Restatement Effective Date under the Loan Documents, except as expressly provided in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and Original Credit Agreement. (v) On the Third Restatement Effective Date, in accordance with, and upon the terms and conditions set forth in, the Third Amendment Agreement, each Delayed Draw 2 Term Loan B-3 Lender severally agrees to make made to the Parent Borrower loans denominated a Term B-3 Loan in Dollars the amount set forth on the signature page to the Lender Addendum (as elected by defined in the Parent Borrower pursuant to Section 2.02 Third Amendment Agreement) on not more than two occasions on any Business Day the Third Restatement Effective Date. (vi) On and after the Closing Date Third Restatement Effective Date, all Term B-3 Loans shall rank pari passu in right of payment and security with, and otherwise have the same terms, rights and benefits as, the Term B-2 Loans outstanding immediately prior to the Delayed Draw Term Third Restatement Effective Date under the Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; Documents, except as expressly provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. herein. (vii) Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, (i) each Tranche A Term Loan Lender with an Initial Term Commitment severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal (the “Initial Term Loans”) to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment the Borrower on the Closing Date; (ii) each Tranche B Date in an amount not to exceed such Term Loan Lender severally agrees to make to Lender’s Initial Term Commitment. The Initial Term Borrowing shall consist of Initial Term Loans made simultaneously by the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably Term Lenders in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B their respective Initial Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesCommitments. Amounts borrowed under this Section 2.01(a2.01(a)(i) and subsequently repaid or prepaid may not be reborrowedreborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14). Initial Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, SOFR Loans as further provided herein. (ii) At any time and from time to time during the Delayed Draw Commitment Period, subject to the terms and conditions set forth in Section 4.02 hereof, each Lender with a Delayed Draw Commitment severally agrees to make to the Borrower on the applicable Delayed Draw Closing Date a Term Loan denominated in Dollars in an aggregate amount requested by the Borrower but not exceeding such Xxxxxx’s unfunded Delayed Draw Commitment as of such date immediately prior to giving effect to such Borrowing (the “Delayed Draw Term Loans”); provided that the aggregate principal amount of all such Borrowings of Delayed Draw Term Loans shall not exceed the aggregate amount of the Delayed Draw Commitments as of the Closing Date. Delayed Draw Term Loans may be Base Rate Loans or SOFR Loans as further provided herein; provided that Delayed Draw Term Loans will initially be of the same Type and will have the same Interest Period as the Term Loans outstanding immediately prior to the Borrowing of such Delayed Draw Term Loans. It is the intent of the parties hereto that the Initial Term Loans and the Delayed Draw Term Loans (if and when funded) (i) shall have the same terms and (ii) shall be treated as a single class for all purposes (i.e., “fungible”); provided, that the Initial Term Loans and Delayed Draw Term Loans will be treated as fungible for U.S. federal income tax purposes to the fullest extent (and only to such extent) permitted by applicable Law, and the parties hereto acknowledge and agree that this Agreement and the other Loan Documents may be amended in accordance with Section 2.07 hereof to effect the same. Notwithstanding anything to the contrary contained in this Agreement, the amendment provisions described in this Section 2.01 shall supersede any provisions to the contrary in Section 10.01. Amounts borrowed under this Section 2.01(a)(ii) and subsequently repaid or prepaid may not be reborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14).

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) each Tranche Class A Term Loan Lender severally agrees to make to Xxxxxxx, on the Parent Borrower a single loan Fifth A&R Effective Date, loans denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; (ii) each Tranche B Term Loan Lender severally agrees to make to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds the amount of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Class A Term Loan Lender severally agrees to make to the Parent Borrower loans denominated Lender’s Commitment in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw respect of Class A Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesLoans. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Class A Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Notwithstanding the foregoing or any other provision of this Agreement, (i) any Cashless Option Lender (as defined in and in accordance with the Fifth Amendment Agreement) shall not make its Class A Term Loan in cash on the Fifth A&R Effective Date but shall be deemed to have made its Class A Term Loans under this Agreement by exchanging (i.e. rolling over) its Existing Class A Term Loans (as defined in and in accordance with the Fifth Amendment Agreement) under the Existing Credit Agreement in accordance with the Fifth Amendment Agreement in the same aggregate principal amount as such Term Lender’s Existing Class A Term Loans (as defined in and in accordance with the Fifth Amendment Agreement) under the Existing Credit Agreement (or such lesser amount as it may have been allocated in accordance with Fifth Amendment Agreement), (ii) each Class A Term Lender other than a Cashless Option Lender shall make its Class A Term Loans in cash on the Fifth A&R Effective Date, and (iii) after giving effect to the making of the Class A Term Loans in accordance with the foregoing clauses (i) and (ii), all Class A Term Loans of any Class A Term Lender shall be treated and be deemed to have been made identically in a single borrowing without regard to whether or not such Class A Term Lender was a Cashless Option Lender or subsequently became a Term Lender in accordance with this Agreement. Subject to the terms and conditions set forth herein, each Class B-2 Euro Term Lender severally agrees to make to Xxxxxxx, on the Fifth A&R Effective Date, loans denominated in Euros in an aggregate amount not to exceed the amount of such Class B-2 Euro Term Lender’s Commitment in respect of Class B-2 Term Loans. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Notwithstanding the foregoing or any other provision of this Agreement, (i) any Cashless Option Lender (as defined in and in accordance with the Fifth Amendment Agreement) shall not make its Class B-2 Euro Term Loan in cash on the Fifth A&R Effective Date but shall be deemed to have made its Class B-2 Euro Term Loans under this Agreement by exchanging (i.e. rolling over) its Existing Class B-2 Euro Term Loans (as defined in and in accordance with the Fifth Amendment Agreement) under the Existing Credit Agreement in accordance with the Fifth Amendment Agreement in the same aggregate principal amount as such Term Lender’s Existing Class B-2 Euro Term Loans (as defined in and in accordance with the Fifth Amendment Agreement) under the Existing Credit Agreement (or such lesser amount as it may have been allocated in accordance with Fifth Amendment Agreement), (ii) each Class B-2 Euro Term Lender other than a Cashless Option Lender shall make its Class B-2 Euro Term Loans in cash on the Fifth A&R Effective Date, and (iii) after giving effect to the making of the Class B-2 Euro Term Loans in accordance with the foregoing clauses (i) and (ii), all Class B-2 Euro Term Loans of any Class B-2 Euro Term Lender shall be treated and be deemed to have been made identically in a single borrowing without regard to whether or not such Class B-2 Euro Term Lender was a Cashless Option Lender or subsequently became a Term Lender in accordance with this Agreement. Subject to the terms and conditions set forth herein, JPMorgan Chase Bank, N.A. agrees to make to Xxxxxxx, on the Fifth A&R Effective Date, loans denominated in Dollars in an aggregate amount not to exceed $75,000,000. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Class B-4 Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Notwithstanding the foregoing or any other provision of this Agreement, after giving effect to the making of the Class B-4 Term Loans in accordance with this paragraph, all Class B-4 Term Loans, including the Class B-4 Term Loans made in accordance with this paragraph and any Class B-4 Term Loans made prior to the Fifth A&R Effective Date, of any Class B-4 Term Lender shall be treated and be deemed to have been made identically in a single borrowing without regard to whether or not such Class B-4 Term Lender made Class B-4 Term Loans on or prior to the Fifth A&R Effective Date.

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) each Tranche Class A Term Loan Lender severally agrees to make to Nielsen, on the Parent Borrower a single loan Fourth A&R Effective Date, loans denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; (ii) each Tranche B Term Loan Lender severally agrees to make to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds the amount of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Class A Term Loan Lender severally agrees to make to the Parent Borrower loans denominated Lender’s Commitment in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw respect of Class A Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesLoans. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Class A Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Notwithstanding the foregoing or any other provision of this Agreement, (i) any Cashless Option Lender (as defined in and in accordance with the Fourth Amendment Agreement) shall not make its Class A Term Loan in cash on the Fourth A&R Effective Date but shall be deemed to have made its Class A Term Loans under this Agreement by exchanging (i.e. rolling over) its Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement in accordance with the Fourth Amendment Agreement in the same aggregate principal amount as such Term Lender’s Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement (or such lesser amount as it may have been allocated in accordance with Fourth Amendment Agreement), (ii) each Class A Term Lender other than a Cashless Option Lender shall make its Class A Term Loans in cash on the Fourth A&R Effective Date, and (iii) after giving effect to the making of the Class A Term Loans in accordance with the foregoing clauses (i) and (ii), all Class A Term Loans of any Class A Term Lender shall be treated and be deemed to have been made identically in a single borrowing without regard to whether or not such Class A Term Lender was a Cashless Option Lender or subsequently became a Term Lender in accordance with this Agreement. Subject to the terms and conditions set forth herein, each Class B-1 Term Lender severally agrees to make to Nielsen, on the Fourth A&R Effective Date, loans denominated in Dollars in an aggregate amount not to exceed the amount of such Class B-1 Term Lender’s Commitment in respect of Class B-1 Term Loans. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Class B-1 Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Notwithstanding the foregoing or any other provision of this Agreement, (i) any Cashless Option Lender (as defined in and in accordance with the Fourth Amendment Agreement) shall not make its Class B-1 Term Loan in cash on the Fourth A&R Effective Date but shall be deemed to have made its Class B-1 Term Loans under this Agreement by exchanging (i.e. rolling over) its Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement in accordance with the Fourth Amendment Agreement in the same aggregate principal amount as such Term Lender’s Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement (or such lesser amount as it may have been allocated in accordance with Fourth Amendment Agreement), (ii) each Class B-1 Term Lender other than a Cashless Option Lender shall make its Class B-1 Term Loans in cash on the Fourth A&R Effective Date, and (iii) after giving effect to the making of the Class B-1 Term Loans in accordance with the foregoing clauses (i) and (ii), all Class B-1 Term Loans of any Class B-1 Term Lender shall be treated and be deemed to have been made identically in a single borrowing without regard to whether or not such Class B-1 Term Lender was a Cashless Option Lender or subsequently became a Term Lender in accordance with this Agreement. Subject to the terms and conditions set forth herein, (x) each Class B-2 Dollar Term Lender severally agrees to make to Nxxxxxx, on the Fourth A&R Effective Date, loans denominated in Dollars in an aggregate amount not to exceed the amount of such Class B-2 Term Lender’s Commitment in respect of Class B-2 Dollar Term Loans and (y) each Class B-2 Euro Term Lender severally agrees to make to Nxxxxxx, on the Fourth A&R Effective Date, loans denominated in Euro in an aggregate amount not to exceed at any time outstanding the amount of such Class B-2 Term Lender’s Commitment in respect of Class B-2 Euro Term Loans. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Class B-2 Dollar Term Loans and Class B-2 Euro Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Notwithstanding the foregoing or any other provision of this Agreement, (i) any Cashless Option Lender (as defined in and in accordance with the Fourth Amendment Agreement) shall not make its Class B-2 Dollar Term Loans or Class B-2 Euro Term Loans in cash on the Fourth A&R Effective Date but shall be deemed to have made its Class B-2 Dollar Term Loans and Class B-2 Euro Term Loans under this Agreement by exchanging (i.e. rolling over) its Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement in accordance with the Fourth Amendment Agreement in the same aggregate principal amount as such Term Lender’s Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement (or such lesser amount as the Administrative Agent may have allocated in accordance with Fourth Amendment Agreement), (ii) each Class B-2 Dollar Term Lender and Class B-2 Euro Term Lender other than a Cashless Option Lender shall make its Class B-2 Dollar Term Loans or Class B-2 Euro Term Loans in cash on the Fourth A&R Effective Date, and (iii) after giving effect to the making of the Class B-2 Dollar Term Loans and Class B-2 Euro Term Loans in accordance with the foregoing clauses (i) and (ii), all Class B-2 Dollar Term Loans and Class B-2 Euro Term Loans of any Class B-2 Dollar Term Lender or Class B-2 Euro Term Lender shall be treated and be deemed to have been made identically in a single borrowing without regard to whether or not such Class B-2 Dollar Term Lender or Class B-2 Euro Term Lender was a Cashless Option Lender or subsequently became a Term Lender in accordance with this Agreement.

The Term Borrowings. Subject to and upon the terms and conditions herein set forth herein, upon the effectiveness of this Agreement on the Restatement Effective Date: (i) each Tranche A the Dollar Term Loan (as defined in the Original Credit Agreement) of each Lender severally agrees to make (other than any portion thereof included in the Converted Dollar Term Amount of such Lender) under the Original Credit Agreement outstanding on the Restatement Effective Date shall remain outstanding under this Agreement as a Dollar Term B Loan from such Lender to the Parent Borrower; (ii) the Converted Dollar Term Amount of each Lender’s Dollar Term Loan (as defined in the Original Credit Agreement) under the Original Credit Agreement outstanding on the Restatement Effective Date shall automatically be converted into a Dollar Term B-1 Loan under this Agreement from such Lender to the Borrower a single loan denominated in Dollars in an aggregate Dollar Amount a principal amount equal to such Tranche A Lender’s Converted Dollar Term Amount, and consisting of Eurocurrency Rate Loan tranches with initial Interest Periods equal to the unexpired portions of the respective Interest Periods applicable to each Eurocurrency Rate Loan tranche of Dollar Term Loans (as defined in the Original Credit Agreement) on the Restatement Effective Date (on a pro rata basis based on the amount of each such tranche) and with an initial Eurocurrency Rate for each such tranche equal to the Eurocurrency Rate for the corresponding tranche of Dollar Term Loans for such Interest Period in effect on the Restatement Effective Date; (iii) the Euro Term Loan (as defined in the Original Credit Agreement) of each Lender (other than any portion thereof included in the Converted Euro Term Amount of such Lender) under the Original Credit Agreement outstanding on the Restatement Effective Date shall remain outstanding under this Agreement as a Euro Term B Loan from such Lender to the Borrower; and (iv) the Converted Euro Term Amount of each Lender’s Tranche A Euro Term Loan Commitment (as defined in the Original Credit Agreement) under the Original Credit Agreement outstanding on the Closing Date; (ii) each Tranche B Restatement Effective Date shall automatically be converted into a Euro Term B-1 Loan under this Agreement from such Lender severally agrees to make to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars Euro in an aggregate Dollar Amount a principal amount equal to such Tranche B Term Loan Lender’s Tranche B Converted Euro Term Amount, and consisting of Eurocurrency Rate Loan Commitment tranches with initial Interest Periods equal to the unexpired portions of the respective Interest Periods applicable to each Eurocurrency Rate Loan tranche of Euro Term Loans (as defined in the Original Credit Agreement) on the Closing Date; Restatement Effective Date (iiion a pro rata basis based on the amount of each such tranche) and with an initial Eurocurrency Rate for each Tranche C Term Loan Lender severally agrees to make such tranche equal to the Parent Borrower a single loan denominated Eurocurrency Rate for the corresponding tranche of Euro Term Loans for such Interest Period in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment effect on the Closing Restatement Effective Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, each Term Lender (iother than a Rolling Lender) each Tranche A with a Term Loan Lender B Commitment severally agrees to make to the Parent Borrower a single loan Borrowers on the Closing Date one or more loans denominated in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; B Commitment. (ii) Subject to the terms and conditions set forth in the 2018 Refinancing Amendment, each Tranche B 2018 Refinancing Term Loan Lender severally severally, and not jointly, agrees to make 2018 Refinancing Term Loans to the Parent Borrower and Borrowers on the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated 2018 Refinancing Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche B 2018 Refinancing Term Loan Lender’s Tranche B 2018 Refinancing Term Loan Commitment on the Closing Date; Commitment. (iii) Subject to the terms and conditions set forth in the 2021 Incremental Amendment, each Tranche C 2021 Incremental Term Loan Lender severally severally, and not jointly, agrees to make 2021 Incremental Term Loans to the Parent Borrower a single loan denominated Borrowers on the 2021 Incremental Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche C 2021 Incremental Term Loan Lender’s Tranche C 2021 Incremental Term Loan Commitment Commitment. (iv) (iii) Subject to the terms and conditions set forth herein and in the Cashless Settlement Letter, each Rolling Lender hereby agrees that, on the Closing Date; , the amount of Existing Term Loans held by each Rolling Lender (iv) each Delayed Draw 1 Term Loan or such lesser amount allocated to such Rolling Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans Administrative Agent) shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 exchanged for Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate B Loans, as further provided herein.

The Term Borrowings. Subject to the terms and conditions set forth herein, in the Amendment and Restatement Agreement or in the Second Amendment and Restatement Agreement, as applicable, (i) each Tranche A Term Lender (as defined in the Original Credit Agreement or Amendment No. 2, as applicable) or New Term Lender made a Term Loan Lender severally agrees to make (as defined in the Original Credit Agreement or Amendment No. 2, as applicable) to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date or on the Amendment No. 2 Effective Date; , (ii) on the Restatement Effective Date, each Tranche B Term Loan Lender severally agrees to make to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment made on the Closing Date; Date outstanding on the Restatement Effective Date that was not converted into an Extended Maturity Term Loan was converted on such date into, and the Indebtedness represented by such converted Term Loan remained outstanding as of such date as, an Original Maturity Term Loan, (iii) on the Restatement Effective Date, each Tranche C Extended Maturity Term Loan Lender severally agrees agreed to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C convert its existing Term Loan Lender’s Tranche C Term Loan Commitment Loans made on the Closing Date outstanding on the Restatement Effective Date into, and the Indebtedness represented by such converted Term Loan remained outstanding as, an Extended Maturity Term Loan as of the Restatement Effective Date and shall remain outstanding as a Tranche B-1 Term Loan hereunder on the Second Restatement Effective Date; , (iv) each Delayed Draw 1 as of the Restatement Effective Date, the New Term Loan Lender severally agrees to make to Loans made on the Parent Borrower loans denominated in Dollars Amendment No. 2 Effective Date remained outstanding as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw New Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repayLoans, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) as of the Second Restatement Effective Date, all Original Maturity Term Loans and all New Term Loans have been repaid in full and (vi) pursuant to the Second Amendment and Restatement Agreement, each Delayed Draw 2 Tranche B-2 Term Lender has severally agreed to make a Tranche B-2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by on the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesSecond Restatement Effective Date. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. For the avoidance of doubt, as of the Second Restatement Effective Date, the only Term Loans outstanding under this Agreement are the Tranche B-1 Term Loans and the Tranche B-2 Term Loans.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, each Term Lender (iother than a Rolling Lender) each Tranche A with a Term Loan Lender B Commitment severally agrees to make to the Parent Borrower a single loan Borrowers on the Closing Date one or more loans denominated in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; B Commitment. (ii) Subject to the terms and conditions set forth in the 2018 Refinancing Amendment, each Tranche B 2018 Refinancing Term Loan Lender severally severally, and not jointly, agrees to make 2018 Refinancing Term Loans to the Parent Borrower and Borrowers on the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated 2018 Refinancing Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche B 2018 Refinancing Term Loan Lender’s Tranche B 2018 Refinancing Term Loan Commitment on the Closing Date; Commitment. (iii) Subject to the terms and conditions set forth in the 2021 Incremental Amendment, each Tranche C 2021 Incremental Term Loan Lender severally severally, and not jointly, agrees to make 2021 Incremental Term Loans to the Parent Borrower a single loan denominated Borrowers on the 2021 Incremental Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche C 2021 Incremental Term Loan Lender’s Tranche C 2021 Incremental Term Loan Commitment Commitment. (iv) Subject to the terms and conditions set forth herein and in the Cashless Settlement Letter, each Rolling Lender hereby agrees that, on the Closing Date; , the amount of Existing Term Loans held by each Rolling Lender (iv) each Delayed Draw 1 Term Loan or such lesser amount allocated to such Rolling Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans Administrative Agent) shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 exchanged for Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate B Loans, as further provided herein.

The Term Borrowings. Subject (i) The Parent Borrower and the Term Lenders acknowledge the making of Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans, Delayed Draw 1 Term Loans and Delayed Draw 2 Term Loans, in each case pursuant to Section 2.01(a) of the Existing Credit Agreement. The Parent Borrower and the Term Lenders acknowledge and agree that, to the extent outstanding on the Restatement Date, the Tranche A Term Loans, the Tranche B Term Loans, the Tranche C Term Loans, the Delayed Draw 1 Term Loans and the Delayed Draw 2 Term Loans shall continue to be outstanding as Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans, Delayed Draw 1 Term Loans and Delayed Draw 2 Term Loans, as applicable, under this Agreement, pursuant to the terms and conditions set forth herein, (i) each Tranche A Term of this Agreement and the other Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; Documents. (ii) each Tranche B Term Loan Lender severally agrees to make to the The Parent Borrower and the Subsidiary Co-Borrowers Term Lenders acknowledge and agree that, as of the Amendment No. 1 Effective Date (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make after giving effect to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C consummation of the Initial Permitted Debt Exchange) the Delayed Draw 1 Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) Loans of each Delayed Draw 1 Term Loan Lender severally agrees to make outstanding on such date shall be continued hereunder and reclassified as Tranche B Term Loans on such date in the principal amount of such Loans outstanding on the Amendment No. 1 Effective Date (after giving effect to the consummation of the Initial Permitted Debt Exchange). (iii) The Parent Borrower loans denominated in Dollars and the Term Lenders acknowledge and agree that, as elected by of the Parent Borrower pursuant Amendment No. 1 Effective Date (after giving effect to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to consummation of the Initial Permitted Debt Exchange) the Delayed Draw 2 Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds Loans of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make outstanding on such date shall be continued hereunder and reclassified as Tranche B Term Loans on such date in the principal amount of such Loans outstanding on the Amendment No. 1 Effective Date (after giving effect to the Parent Borrower loans denominated in Dollars as elected by consummation of the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinInitial Permitted Debt Exchange).

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, (i) each Tranche A Term Loan Lender with an Initial Term Commitment severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal (the “Initial Term Loans”) to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment the Borrower on the Closing Date; (ii) each Tranche B Date in an amount not to exceed such Term Loan Lender severally agrees to make to Lender’s Initial Term Commitment. The Initial Term Borrowing shall consist of Initial Term Loans made simultaneously by the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably Term Lenders in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B their respective Initial Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesCommitments. Amounts borrowed under this Section 2.01(a2.01(a)(i) and subsequently repaid or prepaid may not be reborrowedreborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14). Initial Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, SOFR Loans as further provided herein. (ii) At any time and from time to time during the Delayed Draw Commitment Period, subject to the terms and conditions set forth in Section 4.02 hereof, each Lender with a Delayed Draw Commitment severally agrees to make to the Borrower on the applicable Delayed Draw C Borrower but not exceeding such Xxxxxx’s unfunded Delayed Draw Commitment as of such date immediately prior to giving effect to such Borrowing (the “Delayed Draw Term Loans”); provided that the aggregate principal amount of all such Borrowings of Delayed Draw Term Loans shall not exceed the aggregate amount of the Delayed Draw Commitments as of the Closing Date. Delayed Draw Term Loans may be Base Rate Loans or SOFR Loans as further provided herein; provided that Delayed Draw Term Loans will initially be of the same Type and will have the same Interest Period as the Term Loans outstanding immediately prior to the Borrowing of such Delayed Draw Term Loans. It is the intent of the parties hereto that the Initial Term Loans and the Delayed Draw Term Loans (if and when funded) (i) shall have the same terms and (ii) shall be treated as a single class for all purposes (i.e., “fungible”); provided, that the Initial Term Loans and Delayed Draw Term Loans will be treated as fungible for U.S. federal income tax purposes to the fullest extent (and only to such extent) permitted by applicable Law, and the parties hereto acknowledge and agree that this Agreement and the other Loan Documents may be amended in accordance with Section 2.07 hereof to effect the same. Notwithstanding anything to the contrary contained in this Agreement, the amendment provisions described in this Section 2.01 shall supersede any provisions to the contrary in Section 10.01. Amounts borrowed under this Section 2.01(a)(ii) and subsequently repaid or prepaid may not be reborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14).

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) On the Original Closing Date, each Tranche A Original Term Loan Lender severally agrees to make made to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount amount equal to such Tranche A Original Term Loan Lender’s Tranche A Original Term Loan Commitment on the Original Closing Date; . (ii) On the Restatement Effective Date, each Tranche B New Term Loan Lender severally agrees to make made to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount amount equal to such Tranche C New Term Loan Lender’s Tranche C New Term Loan Commitment on the Closing Restatement Effective Date; . (iii) On the Second Restatement Effective Date, in accordance with, and upon the terms and conditions set forth in, the Second Amendment Agreement (a) the Existing Term Loans of each Extending Term Lender outstanding on such date shall be continued hereunder and reclassified as Term B-2 Loans of such Lender in the principal amount set forth as the “Extended Amount” on its signature page to the Second Amendment Agreement and (b) the Existing Term Loans of each Non-Extending Term Lender and the Existing Term Loans (if any) of each Extending Term Lender not reclassified as Term B-2 Loans pursuant to clause (a) above shall be continued hereunder and reclassified on such date as Term B-1 Loans of such Lender. (iv) each Delayed Draw On and after the Second Restatement Effective Date, all Term B 2 Loans shall rank pari passu in right of payment and security with, and otherwise have the same terms, rights and benefits as, the Term B 1 Term Loan Lender severally agrees to make Loans outstanding immediately prior to the Parent Borrower loans denominated in Dollars Second Restatement Effective Date under the Loan Documents, except as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; expressly provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and herein. (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. Subject to the terms and conditions set forth herein and in Amendment No. 6, each Series B-2 Term Lender agrees to make Series B-2 Term Loans (as defined herein, after giving effect to Amendment No. 6 and the Cashless Roll (as defined in Amendment No. 6)) in an aggregate principal amount equal to its Series B-2 Term Commitment on the Amendment No. 6 Effective Date. Subject to the terms and conditions set forth herein and in Amendment No. 10, (i) each Tranche A Series B-3 Term Loan Lender holding a Series B-3 Term Commitment on the Amendment No. 10 Effective Date has severally agrees agreed to make (or be deemed to make), after giving effect to Amendment No. 10 and the Parent Borrower a single loan denominated Cashless Roll (as defined in Dollars Amendment No. 10), Series B-3 Term Loans in an aggregate Dollar Amount principal amount equal to such Tranche A Term Loan Lender’s Tranche A Series B-3 Term Loan Commitment on the Closing Amendment No. 10 Effective Date; , (ii) each Tranche B Series B-4 Term Loan Lender (excluding for the avoidance of doubt any Incremental Series B-4 Term Lender) holding a Series B-4 Term Commitment on the Amendment No. 10 Effective Date has severally agrees agreed to make (or be deemed to the Parent Borrower make), after giving effect to Amendment No. 10 and the Subsidiary Co-Borrowers Cashless Roll (which shall be allocated among them ratably as defined in accordance with the Designated Amounts) a single loan denominated in Dollars Amendment No. 10), Series B-4 Term Loans in an aggregate Dollar Amount principal amount equal to such Tranche B Term Loan Lender’s Tranche B Series B-4 Term Loan Commitment on the Closing Date; Amendment No. 10 Effective Date and (iii) each Tranche C Incremental Series B-4 Term Loan Lender holding an Incremental Series B-4 Term Commitment on the Amendment No. 10 Effective Date has severally agrees agreed to make make, after giving effect to Amendment No. 10 and immediately following the Parent Borrower a single loan denominated in Dollars incurrence of Series B-4 Term Loans, Incremental Series B-4 Term Loans in an aggregate Dollar Amount principal amount equal to such Tranche C Term Loan Lender’s Tranche C Incremental Series B-4 Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesAmendment No. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.10

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) each Tranche A Term Loan Lender severally agrees to make a single loanor continue, as applicable, Term Loans to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date in an amount not to exceed such Term Lender’s Term Commitment as of the Closing Date; , inAmendment No. 2 Effective Date in the aggregate principal amount for all Lenders of $300,000,000 (ii) each Tranche B the “Term Loan Lender severally agrees to make to Advance”). The Term Borrowing shall consist of Term Loans made simultaneously by the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably Term Lenders in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B their respective Applicable Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesPercentage. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, as further provided herein. , being the $292,500,000 Outstanding Amount of Term Loans immediately prior (ii)Subject to the terms and conditions set forth herein, each Term Lender severally agrees to re-advance to the Borrowerto the Amendment No. 2 Effective Date plus the readvance of $7,500,000 (the “Amendment No. 2 Term Loan Advance”) on the Amendment No. 12 Effective Date in an, and a single additional drawing to occur, if at all, during the Delayed Draw Availability Period in an aggregate amount not to exceed $300,000,000 (such drawing the “Delayed Draw Term Loan Advance”), with such Term Loans by each Term Lender not to exceed such Term Lender’s Term Commitment with respect to the Amendment No. 1 Term Loan Advance, in the aggregate amount for all Lenders, of $11,250,000 (the “Amendment No. 1 Term Loan Advance”) such that the outstanding amount of the Term Loans on the Amendment No. 1 Effective Date shall be $300,000,000. The. Each Term Borrowing shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Term Commitment PercentagePercentages. Amounts borrowed under this Section 2.01(ba) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, (i,each(A) each Tranche A The Additional Term Loan B-3 Lender severally agrees to make a term loan (in an aggregate principal amount equal to the Parent Additional Term B-3 Commitment) to the Borrower a single loan on the Closing Date one or more loans denominated in Dollars in an aggregate Dollar Amount amount not to exceed the amount of such Term Lender’s Term B Commitment;Amendment No. 3 Effective Date in a single advance in Dollars (together with each Converted Term B Loan converted into a Term B-3 Loan and each Converted Term B-2 Loan converted into a Term B-3 Loan as contemplated by clauses (B) and (C) of this Section 2.01(a)(i), the “Term B-3 Loans”), (B) each Converted Term B Loan of each Term B Converting Lender shall be converted into a Term B-3 Loan of such Lender effective as of the Amendment No. 3 Effective Date in a principal amount equal to the principal amount of such Tranche A Term Loan B Lender’s Tranche A Converted Term B Loan Commitment on immediately prior to such conversion and (C) each Converted Term B-2 Loan of each Term B-2 Converting Lender shall be converted into a Term B-3 Loan of such Lender effective as of the Closing Date; Amendment No. 3 Effective Date in a principal amount equal to the principal amount of such Term B-2 Lender’s Converted Term B Loan immediately prior to such conversion and (ii) subject to the terms and conditions set forth in any Incremental Amendment or Refinancing Amendment providing for, as applicable, the making, exchange, renewal, replacement or refinancing of Term Loans, each Tranche B Term Loan Lender party thereto severally agrees to make to to, as applicable, make, exchange, renew, replace or refinance Term Loans on the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars date specified therein in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds the amount of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars Lender’s Term Commitment as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notesset forth therein. Amounts borrowed borrowed, exchanged, renewed, replaced or refinanced under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, (i) each Tranche A Term Loan Lender with an Initial Term Commitment severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal (the “Initial Term Loans”) to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment the Borrower on the Closing Date; (ii) each Tranche B Date in an amount not to exceed such Term Loan Lender severally agrees to make to Lender’s Initial Term Commitment. The Initial Term Borrowing shall consist of Initial Term Loans made simultaneously by the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably Term Lenders in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B their respective Initial Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesCommitments. Amounts borrowed under this Section 2.01(a) and subsequently repaid or prepaid may not be reborrowedreborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14). Initial Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, Loans as further provided herein. (ii) At any time and from time to time during the Delayed Draw Commitment Period, subject to the terms and conditions set forth in Section 4.02 hereof, each Lender with a Delayed Draw Commitment severally agrees to make to the Borrower on the applicable Delayed Draw Closing Date a Term Loan denominated in Dollars in an aggregate amount requested by the Borrower but not exceeding such Lender’s unfunded Delayed Draw Commitment as of such date immediately prior to giving effect to such Borrowing (the “Delayed Draw Term Loans”); provided that the aggregate principal amount of all such Borrowings of Delayed Draw Term Loans shall not exceed the aggregate amount of the Delayed Draw Commitments as of the Closing Date. Delayed Draw Term Loans may be Base Rate Loans or Eurocurrency Rate Loans as further provided herein; provided that Delayed Draw Term Loans will initially be of the same Type and will have the same Interest Period as the Term Loans outstanding immediately prior to the Borrowing of such Delayed Draw Term Loans. The Initial Term Loans and the Delayed Draw Term Loans (if and when funded) shall have the same terms and shall be treated as a single class for all purposes (i.e., “fungible”), except that interest on the Delayed Draw Term Loans shall commence to accrue from the applicable Delayed Draw Closing Date.

The Term Borrowings. Subject to the terms and conditions set forth herein, (i) On the Original Closing Date, each Tranche A Original Term Loan Lender severally agrees to make made to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount amount equal to such Tranche A Original Term Loan Lender’s Tranche A Original Term Loan Commitment on the Original Closing Date; . (ii) On the Restatement Effective Date, each Tranche B New Term Loan Lender severally agrees to make made to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount amount equal to such Tranche C New Term Loan Lender’s Tranche C New Term Loan Commitment on the Closing Restatement Effective Date; . (iii) On the Second Restatement Effective Date, in accordance with, and upon the terms and conditions set forth in, the Second Amendment Agreement (a) the Existing Term Loans of each Extending Term Lender (as defined in the Second Amendment Agreement) outstanding on such date were continued under the Original Credit Agreement and reclassified as Term B-2 Loans of such Lender in the principal amount set forth as the “Extended Amount” on its signature page to the Second Amendment Agreement and (b) the Existing Term Loans of each Non-Extending Term Lender (as defined in the Second Amendment Agreement) and the Existing Term Loans (if any) of each Extending Term Lender not reclassified as Term B-2 Loans pursuant to clause (a) above were continued under the Original Credit Agreement and reclassified on such date as Term B-1 Loans of such Lender. (iv) each Delayed Draw 1 On and after the Second Restatement Effective Date, all Term Loan Lender severally agrees to make B-2 Loans ranked pari passu in right of payment and security with, and otherwise had the same terms, rights and benefits as, the Term B-1 Loans outstanding immediately prior to the Parent Borrower loans denominated Second Restatement Effective Date under the Loan Documents, except as expressly provided in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and Original Credit Agreement. (v) On the Third Restatement Effective Date, in accordance with, and upon the terms and conditions set forth in, the Third Amendment Agreement, each Delayed Draw 2 Term Loan B-3 Lender severally agrees to make made to the Parent Borrower loans denominated a Term B-3 Loan in Dollars the amount set forth on the signature page to the Lender Addendum (as elected by defined in the Parent Borrower pursuant to Section 2.02 Third Amendment Agreement) on not more than two occasions on any Business Day the Third Restatement Effective Date. (vi) On and after the Closing Date Third Restatement Effective Date, all Term B-3 Loans shall rank pari passu in right of payment and security with, and otherwise have the same terms, rights and benefits as, the Term B-2 Loans outstanding immediately prior to the Delayed Draw Third Restatement Effective Date under the Loan Documents, except as expressly provided herein. (vii) On the Fourth Restatement Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendment Agreement, each Term B-4 Lender made to the Borrower a Term B-4 Loan 2 Commitment Termination in the amount set forth on the signature page to the Lender Addendum (as defined in the Fourth Amendment Agreement) on the Fourth Restatement Effective Date. (viii) On and after the Fourth Restatement Effective Date, all Term B-4 Loans shall rank pari passu in right of payment and security with, and otherwise have the same terms, rights and benefits as, the Term B-2 Loans and Term B-3 Loans outstanding immediately prior to the Fourth Restatement Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term under the Loan Commitment; Documents, except as expressly provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. herein. (ix) Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. Subject (i) The Parent Borrower and the Term Lenders acknowledge the making of Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans, Delayed Draw 1 Term Loans and Delayed Draw 2 Term Loans, in each case pursuant to Section 2.01(a) of the Existing Credit Agreement. The Parent Borrower and the Term Lenders acknowledge and agree that, to the extent outstanding on the Restatement Date, the Tranche A Term Loans, the Tranche B Term Loans, the Tranche C Term Loans, the Delayed Draw 1 Term Loans and the Delayed Draw 2 Term Loans shall continue to be outstanding as Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans, Delayed Draw 1 Term Loans and Delayed Draw 2 Term Loans, as applicable, under this Agreement, pursuant to the terms and conditions set forth herein, (i) each Tranche A Term of this Agreement and the other Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; Documents. (ii) each Tranche B Term Loan Lender severally agrees to make to the The Parent Borrower and the Subsidiary Co-Borrowers Term Lenders acknowledge and agree that, as of the Amendment No. 1 Effective Date (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make after giving effect to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C consummation of the Initial Permitted Debt Exchange) the Delayed Draw 1 Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) Loans of each Delayed Draw 1 Term Loan Lender severally agrees to make outstanding on such date shall be continued hereunder and reclassified as Tranche B Term Loans on such date in the principal amount of such Loans outstanding on the Amendment No. 1 Effective Date (after giving effect to the consummation of the Initial Permitted Debt Exchange). (iii) The Parent Borrower loans denominated in Dollars and the Term Lenders acknowledge and agree that, as elected by of the Parent Borrower pursuant Amendment No. 1 Effective Date (after giving effect to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to consummation of the Initial Permitted Debt Exchange) the Delayed Draw 2 Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds Loans of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make outstanding on such date shall be continued hereunder and reclassified as Tranche B Term Loans on such date in the principal amount of such Loans outstanding on the Amendment No. 1 Effective Date (after giving effect to the consummation of the Initial Permitted Debt Exchange). (iv) The Parent Borrower loans denominated and the Term Lenders acknowledge and agree that, as of the Amendment No. 2 Effective Date, in Dollars accordance with, and upon the terms and conditions set forth in, Amendment No. 2, (A) the Tranche B Term Loans of each Submitting Tranche B Term Loan Lender outstanding on such date shall be continued hereunder and reclassified as elected by Tranche D Term Loans on such date in the principal amount set forth on Exhibit B to Amendment No. 2 under the column titled “Tranche B Term Loan Extended Amount” and (B) the Tranche B Term Loans of each Tranche B Term Loan Lender outstanding on such date that are not reclassified as Tranche D Term Loans pursuant to clause (A) above) shall remain hereunder on such date as Tranche B Term Loans. (v) The Parent Borrower and the Term Lenders acknowledge and agree that, as of the Amendment No. 2 Effective Date, in accordance with, and upon the terms and conditions set forth in, Amendment No. 2, (A) the Tranche C Term Loans of each Submitting Tranche C Term Loan Lender outstanding on such date shall be continued and reclassified as Tranche D Term Loans on such date in the principal amount set forth on Exhibit B to Amendment No. 2 under the column titled “Tranche C Term Loan Extended Amount” and (B) the Tranche C Term Loans of each Tranche C Term Loan Lender outstanding on such date that are not reclassified as Tranche D Term Loans pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans clause (A) above) shall be used to repaycontinued hereunder on such date as Tranche C Term Loans. (vi) On and after Amendment No. 2 Effective Date, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. all Tranche D Term Loans may be Base Rate Loans or Eurocurrency Rate Loansshall rank pari passu in right of payment and security with, and, except as further provided herein, have the same rights and benefits as, the Tranche B Term Loans and the Tranche C Term Loans outstanding immediately prior to Amendment No. 2 Effective Date under the Loan Documents.

The Term Borrowings. Subject to the terms and conditions set forth herein, (iA) each Tranche A Original Term Loan Lender with an Original Term Commitment on the Closing Date severally agrees to make to the Parent Borrower on the Closing Date a single loan denominated in Dollars in an aggregate Dollar Amount a principal amount equal to such Tranche A Original Term Loan Lender’s Tranche A 's Original Term Loan Commitment on the Closing Date; Date (iieach, an “Original Term Loan” and, collectively, the “Original Term Loans”), (B) each Tranche B 2007 Term Loan Lender with a 2007 Term Commitment on the NEWYORK 7904486 (2K) First Incremental Amendment Effective Date severally agrees to make to the Parent Borrower and on the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) First Incremental Amendment Effective Date a single loan denominated in Dollars in an aggregate Dollar Amount a principal amount equal to such Tranche B 2007 Term Loan Lender’s Tranche B 's 2007 Term Loan Commitment on the Closing First Incremental Amendment Effective Date (each, a “2007 Term Loan” and, collectively, the “2007 Term Loans”) and (C) on the Second Amendment Effective Date; , (iiii) each Tranche C (x) a portion of the Original Term Loan of each Original Term Lender severally agrees to make to the Parent Borrower outstanding on such date shall be automatically converted on such date into a single new term loan of such Lender hereunder denominated in Dollars in an aggregate Dollar Amount principal amount equal to such Tranche C the B-1 Term Loan Lender’s Tranche C Amount of such Lender (each such term loan, a “B-1 Term Loan” and, collectively, the “B-1 Term Loans”) and (y) a portion of the 2007 Term Loan Commitment of each 2007 Term Lender outstanding on the Closing Date; (iv) each Delayed Draw 1 Term Loan such date shall be automatically converted on such date into a new term loan of such Lender severally agrees to make to the Parent Borrower loans hereunder denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not principal amount equal to exceed its Delayed Draw 1 the B-2 Term Loan Commitment; provided that all proceeds Amount of such loans Lender (each such term loan, a “B-2 Term Loan” and, collectively, the “B-2 Term Loans”), (ii) a portion of the Original Term Loan of each Extending B-3 Term Lender outstanding on such date shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan automatically converted on such date into a new term loan of such Lender severally agrees to make to the Parent Borrower loans hereunder denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not principal amount equal to exceed its Delayed Draw 2 the B-3 Term Commitment (Original Term Loan) of such Extending B-3 Term Lender (each such term loan, a “B-3 Term Loan” and, collectively, the “B-3 Term Loans”), and (iii) a portion of the 2007 Term Loan Commitment; provided that all proceeds of each Extending B-3 Term Lender outstanding on such date shall be automatically converted on such date into a B-3 Term Loan of such loans shall be used Lender hereunder in an aggregate principal amount equal to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesB-3 Term Commitment (2007 Term Loan) of such Extending B-3 Term Lender. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Subject to Section 2.02(c), Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

The Term Borrowings. Subject to the terms and conditions set forth herein, herein (including Section 4.03 for Delayed Draw Term Loans) (i) each Tranche Term A Lender with an Initial Term A Loan Lender Commitment severally agrees to make (or continue, with respect to Term Loans outstanding under this Agreement prior to the Parent Borrower a single loan denominated First Amendment Effective Date, which (to the extent provided in the First Amendment) shall constitute Initial Term A Loans hereunder, subject to reallocation among the Term Lenders, as provided in the First Amendment) Initial Term A Loans in Dollars to the Borrower on the First Amendment Effective Date in an aggregate Dollar Amount equal amount not to such Tranche exceed the Initial Term A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; of such Term Lender, (ii) each Tranche B Term Loan A Lender with a Delayed Draw Term Commitment severally agrees to make Delayed Draw Term Loans to the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars Borrowing during the Delayed Draw Availability Period in an aggregate Dollar Amount equal amount not to exceed the Delayed Draw Term Commitment of such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; Lender and (iii) each Tranche C Term Loan B Lender with a Term B Commitment on the First Amendment Effective Date severally agrees to make (or continue, with respect to Term Loans outstanding under this Agreement prior to the Parent Borrower a single loan denominated First Amendment Effective Date, which (to the extent provided in the First Amendment) shall constitute Term B Loans hereunder, subject to reallocation among the Term Lenders, as provided in the First Amendment) Term B Loans in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment the Borrower on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination First Amendment Effective Date in an aggregate Dollar Amount amount not to exceed its Delayed Draw 1 the initial Term B Loan Commitment; provided that all proceeds Commitment of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesB Lender. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, Loans as further provided herein.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, each Term Lender (iother than a Rolling Lender) each Tranche A with a Term Loan Lender B Commitment severally agrees to make to the Parent Borrower a single loan Borrowers on the Closing Date one or more loans denominated in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; B Commitment. (ii) Subject to the terms and conditions set forth in the 2018 Refinancing Amendment, each Tranche B 2018 Refinancing Term Loan Lender severally severally, and not jointly, agrees to make 2018 Refinancing Term Loans to the Parent Borrower and Borrowers on the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated 2018 Refinancing Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche B 2018 Refinancing Term Loan Lender’s Tranche B 2018 Refinancing Term Loan Commitment on the Closing Date; Commitment. (iii) Subject to the terms and conditions set forth in the 2021 Incremental Amendment, each Tranche C 2021 Incremental Term Loan Lender severally severally, and not jointly, agrees to make 2021 Incremental Term Loans to the Parent Borrower a single loan denominated Borrowers on the 2021 Incremental Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche C 2021 Incremental Term Loan Lender’s Tranche C 2021 Incremental Term Loan Commitment Commitment. (iv) Subject to the terms and conditions set forth herein and in the Cashless Settlement Letter, each Rolling Lender hereby agrees that, on the Closing Date; , the amount of Existing Term Loans held by each Rolling Lender (ivor such lesser amount allocated to such Rolling Lender by the Administrative Agent) shall be exchanged for Term B Loans. (v) Subject to the terms and conditions set forth in any Incremental Amendment entered into after the 2021 Incremental Amendment Effective Date or Refinancing Amendment entered into after the 2018 Refinancing Amendment Effective Date providing for, as applicable, the making, exchange, renewal, replacement or refinancing of Term Loans, each Delayed Draw 1 Term Loan Lender party thereto severally agrees to make to to, as applicable, make, exchange, renew, replace or refinance Term Loans on the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date date specified therein in an aggregate Dollar Amount amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds the amount of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars Lender’s Term Commitment as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notesset forth therein. Amounts borrowed borrowed, exchanged, renewed, replaced or refinanced under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency LIBO Rate Loans, as further provided herein.

The Term Borrowings. Subject (i) The Parent Borrower and the Term Lenders acknowledge the making of Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans, Delayed Draw 1 Term Loans and Delayed Draw 2 Term Loans, in each case pursuant to Section 2.01(a) of the Existing Credit Agreement. The Parent Borrower and the Term Lenders acknowledge and agree that, to the extent outstanding on the Restatement Date, the Tranche A Term Loans, the Tranche B Term Loans, the Tranche C Term Loans, the Delayed Draw 1 Term Loans and the Delayed Draw 2 Term Loans shall continue to be outstanding as Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans, Delayed Draw 1 Term Loans and Delayed Draw 2 Term Loans, as applicable, under this Agreement, pursuant to the terms and conditions set forth herein, (i) each Tranche A Term of this Agreement and the other Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; Documents. (ii) each Tranche B Term Loan Lender severally agrees to make to the The Parent Borrower and the Subsidiary Co-Borrowers Term Lenders acknowledge and agree that, as of the Amendment No. 1 Effective Date (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make after giving effect to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C consummation of the Initial Permitted Debt Exchange) the Delayed Draw 1 Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) Loans of each Delayed Draw 1 Term Loan Lender severally agrees to make outstanding on such date shall be continued hereunder and reclassified as Tranche B Term Loans on such date in the principal amount of such Loans outstanding on the Amendment No. 1 Effective Date (after giving effect to the consummation of the Initial Permitted Debt Exchange). (iii) The Parent Borrower loans denominated in Dollars and the Term Lenders acknowledge and agree that, as elected by of the Parent Borrower pursuant Amendment No. 1 Effective Date (after giving effect to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to consummation of the Initial Permitted Debt Exchange) the Delayed Draw 2 Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds Loans of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make outstanding on such date shall be continued hereunder and reclassified as Tranche B Term Loans on such date in the principal amount of such Loans outstanding on the Amendment No. 1 Effective Date (after giving effect to the consummation of the Initial Permitted Debt Exchange). (iv) The Parent Borrower loans denominated and the Term Lenders acknowledge and agree that, as of the Amendment No. 2 Effective Date, in Dollars accordance with, and upon the terms and conditions set forth in, Amendment No. 2, (A) the Tranche B Term Loans of each Submitting Tranche B Term Loan Lender outstanding on such date shall be continued hereunder and reclassified as elected by Tranche D Term Loans on such date in the principal amount set forth on Exhibit B to Amendment No. 2 under the column titled “Tranche B Term Loan Extended Amount” and (B) the Tranche B Term Loans of each Tranche B Term Loan Lender outstanding on such date that are not reclassified as Tranche D Term Loans pursuant to clause (A) above) shall remain hereunder on such date as Tranche B Term Loans. (v) The Parent Borrower and the Term Lenders acknowledge and agree that, as of the Amendment No. 2 Effective Date, in accordance with, and upon the terms and conditions set forth in, Amendment No. 2, (A) the Tranche C Term Loans of each Submitting Tranche C Term Loan Lender outstanding on such date shall be continued and reclassified as Tranche D Term Loans on such date in the principal amount set forth on Exhibit B to Amendment No. 2 under the column titled “Tranche C Term Loan Extended Amount” and (B) the Tranche C Term Loans of each Tranche C Term Loan Lender outstanding on such date that are not reclassified as Tranche D Term Loans pursuant to Section 2.02 clause (A) above) shall be continued hereunder on not more than two occasions on any Business Day such date as Tranche C Term Loans. (vi) On and after Amendment No. 2 Effective Date, all Tranche D Term Loans shall rank pari passu in right of payment and security with, and, except as provided herein, have the Closing same rights and benefits as, the Tranche B Term Loans and the Tranche C Term Loans outstanding immediately prior to Amendment No. 2 Effective Date to under the Delayed Draw Loan Documents. (vii) The Parent Borrower and the Term Lenders acknowledge and agree that, as of the Amendment No. 3 Effective Date, in accordance with, and upon the terms and conditions set forth in, Amendment No. 3, (A) the Tranche B Term Loans of each Submitting Tranche B Term Loan 2 Commitment Termination Date Lender outstanding on such date shall be continued hereunder and reclassified as Tranche E Term Loans on such date in an aggregate Dollar Amount not the principal amount set forth on Exhibit B to exceed its Delayed Draw 2 Amendment No. 3 under the column titled “Tranche B Term Loan Commitment; provided Extended Amount” and (B) the Tranche B Term Loans of each Tranche B Term Loan Lender outstanding on such date that all proceeds are not reclassified as Tranche E Term Loans pursuant to clause (A) above) shall remain hereunder on such date as Tranche B Term Loans. (viii) The Parent Borrower and the Term Lenders acknowledge and agree that, as of the Amendment No. 3 Effective Date, in accordance with, and upon the terms and conditions set forth in, Amendment No. 3, (A) the Tranche C Term Loans of each Submitting Tranche C Term Loan Lender outstanding on such loans date shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) continued and repaid or prepaid may not be reborrowed. reclassified as Tranche E Term Loans may on such date in the principal amount set forth on Exhibit B to Amendment No. 3 under the column titled “Tranche C Term Loan Extended Amount” and (B) the Tranche C Term Loans of each Tranche C Term Loan Lender outstanding on such date that are not reclassified as Tranche E Term Loans pursuant to clause (A) above) shall be Base Rate continued hereunder on such date as Tranche C Term Loans. (ix) On and after Amendment No. 3 Effective Date, all Tranche E Term Loans or Eurocurrency Rate shall rank pari passu in right of payment and security with, and, except as provided herein, have the same rights and benefits as, the Tranche B Term Loans, as further provided hereinthe Tranche C Term Loans and the Tranche D Term Loans outstanding immediately prior to Amendment No. 3 Effective Date under the Loan Documents.

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, (i) each Tranche A Term Loan Lender with an Initial Term Commitment severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal (the “Initial Term Loans”) to such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment the Borrower on the Closing Date; (ii) each Tranche B Date in an amount not to exceed such Term Loan Lender severally agrees to make to Lender’s Initial Term Commitment. The Initial Term Borrowing shall consist of Initial Term Loans made simultaneously by the Parent Borrower and the Subsidiary Co-Borrowers (which shall be allocated among them ratably Term Lenders in accordance with the Designated Amounts) a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche B their respective Initial Term Loan Lender’s Tranche B Term Loan Commitment on the Closing Date; (iii) each Tranche C Term Loan Lender severally agrees to make to the Parent Borrower a single loan denominated in Dollars in an aggregate Dollar Amount equal to such Tranche C Term Loan Lender’s Tranche C Term Loan Commitment on the Closing Date; (iv) each Delayed Draw 1 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 1 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing NotesCommitments. Amounts borrowed under this Section 2.01(a2.01(a)(i) and subsequently repaid or prepaid may not be reborrowedreborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14). Initial Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, Loans as further provided herein. (ii) At any time and from time to time during the Delayed Draw Commitment Period, subject to the terms and conditions set forth in Section 4.02 hereof, each Lender with a Delayed Draw Commitment severally agrees to make to the Borrower on the applicable Delayed Draw Closing Date a Term Loan denominated in Dollars in an aggregate amount requested by the Borrower but not exceeding such Lender’s unfunded Delayed Draw Commitment as of such date immediately prior to giving effect to such Borrowing (the “Delayed Draw Term Loans”); provided that the aggregate principal amount of all such Borrowings of Delayed Draw Term Loans shall not exceed the aggregate amount of the Delayed Draw Commitments as of the Closing Date. Delayed Draw Term Loans may be Base Rate Loans or Eurocurrency Rate Loans as further provided herein; provided that Delayed Draw Term Loans will initially be of the same Type and will have the same Interest Period as the Term Loans outstanding immediately prior to the Borrowing of such Delayed Draw Term Loans. It is the intent of the parties hereto that the Initial Term Loans and the Delayed Draw Term Loans (if and when funded) (i) shall have the same terms and (ii) shall be treated as a single class for all purposes (i.e., “fungible”); provided, that the Initial Term Loans and Delayed Draw Term Loans will be treated as fungible for U.S. federal income tax purposes to the fullest extent (and only to such extent) permitted by applicable Law, and the parties hereto acknowledge and agree that this Agreement and the other Loan Documents may be amended in accordance with Section 2.07 hereof to effect the same. Notwithstanding anything to the contrary contained in this Agreement, the amendment provisions described in this Section 2.01 shall supersede any provisions to the contrary in Section 10.01. Amounts borrowed under this Section 2.01(a)(ii) and subsequently repaid or prepaid may not be reborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14).

The Term Borrowings. (i) Subject to the terms and conditions set forth herein, each Term Lender (iother than a Rolling Lender) each Tranche A with a Term Loan Lender B Commitment severally agrees to make to the Parent Borrower a single loan Borrowers on the Closing Date one or more loans denominated in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche A Term Loan Lender’s Tranche A Term Loan Commitment on the Closing Date; B Commitment. (ii) [Reserved]. (iii) (ii) Subject to the terms and conditions set forth in the 2018 Refinancing2021 Incremental Amendment, each Tranche B 2018 Refinancing2021 Incremental Term Loan Lender severally severally, and not jointly, agrees to make 2018 Refinancing2021 Incremental Term Loans to the Parent Borrower and Borrowers on the Subsidiary Co-Borrowers (which shall be allocated among them ratably in accordance with the Designated Amounts) a single loan denominated 2018 Refinancing2021 Incremental Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche B 2018 Refinancing2021 Incremental Term Loan Lender’s Tranche B 2018 Refinancing2021 Incremental Term Loan Commitment on the Closing Date; Commitment. (iv) (iii) Subject to the terms and conditions set forth in the 20212023 Incremental and Refinancing Amendment, each Tranche C 2021(x) the 2023 Incremental Term Loan Lender severally severally, and not jointly, agrees to make 20212023 Incremental Term Loans to the Parent BorrowersLead Borrower a single loan denominated on the 20212023 Incremental and Refinancing Amendment Effective Date in Dollars in an aggregate Dollar Amount equal amount not to exceed the amount of such Tranche C 2021the 2023 Incremental Term Loan Lender’s Tranche C 20212023 Incremental Term Loan Commitment on Commitment. and (y) the Closing Date; (iv) each Delayed Draw 1 2023 Refinancing Term Loan Lender severally agrees to make 2023 Refinancing Term Loans to the Parent Lead Borrower loans denominated on the 2023 Incremental and Refinancing Amendment Effective Date in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than three occasions on any Business Day on or after the Closing Date to the Delayed Draw Term Loan 1 Commitment Termination Date in an aggregate Dollar Amount amount not to exceed its Delayed Draw 1 the amount of the 2023 Refinancing Term Loan Lender’s 2023 Refinancing Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2010 Retained Existing Notes and (v) each Delayed Draw 2 Term Loan Lender severally agrees to make to the Parent Borrower loans denominated in Dollars as elected by the Parent Borrower pursuant to Section 2.02 on not more than two occasions on any Business Day after the Closing Date to the Delayed Draw Term Loan 2 Commitment Termination Date in an aggregate Dollar Amount not to exceed its Delayed Draw 2 Term Loan Commitment; provided that all proceeds of such loans shall be used to repay, redeem, repurchase, defease or otherwise satisfy the Designated 2009 Retained Existing Notes. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.