Common use of The Term Borrowings Clause in Contracts

The Term Borrowings. Subject to the terms and conditions set forth herein, each Class A Term Lender severally agrees to make to Xxxxxxx, on the Fifth A&R Effective Date, loans denominated in Dollars in an aggregate amount not to exceed the amount of such Class A Term Lender’s Commitment in respect of Class A Term Loans. 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, each Class A Term Lender severally agrees to make (i) a single loan to Xxxxxxx, the Borrower on the Fifth A&R Effective Closing Date in an amount not to exceed such Term Lender’s Term Commitment then in effect and (ii) a second loan to the Borrower at any time after the Closing Date, loans denominated in Dollars but prior to the expiration of the Availability Period with respect to the Term Facility, in an aggregate amount not to exceed the amount unused portion of such Class A Term Lender’s Term Commitment then in respect effect; provided that (x) in no event shall there be more than two Term Borrowings, (y) the aggregate principal amount of Class A the Term LoansBorrowing to be made on the Closing Date shall not exceed $100,000,000 and (z) the aggregate amount of Term Loans made pursuant to any Term Borrowing shall not exceed the aggregate amount of the Term Commitments of all Term Lenders then in effect. The Term Borrowings, whether made on the Closing Date or thereafter pursuant to this Section 2.01(a), shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage of the Term Commitments. Amounts borrowed under this paragraph of Section 2.01(a) and repaid or prepaid may not be reborrowed. Class A The Term Loans made pursuant to the Term Borrowings under this Section 2.01(a) shall constitute a single Term Facility. Term Loans may be Base Rate Loans or Eurocurrency Eurodollar 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, each Class A Term Lender severally agrees to make to XxxxxxxNielsen, on the Fifth Fourth A&R Effective Date, loans denominated in Dollars in an aggregate amount not to exceed the amount of such Class A Term Lender’s Commitment in respect of Class A Term Loans. 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 Fourth Amendment Agreement) shall not make its Class A Term Loan in cash on the Fifth 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 Existing Class A Term Loans (as defined in and in accordance with the Fifth Amendment Existing Credit Agreement) under the Existing Credit Agreement in accordance with the Fifth Fourth 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 Existing Credit Agreement) under the Existing Credit Agreement (or such lesser amount as it may have been allocated in accordance with Fifth 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 Fifth 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-2 Euro B-1 Term Lender severally agrees to make to XxxxxxxNielsen, on the Fifth Fourth A&R Effective Date, loans denominated in Euros Dollars in an aggregate amount not to exceed the amount of such Class B-2 Euro B-1 Term Lender’s Commitment in respect of Class B-2 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 Fifth Fourth Amendment Agreement) shall not make its Class B-2 Euro B-1 Term Loan in cash on the Fifth Fourth A&R Effective Date but shall be deemed to have made its Class B-2 Euro B-1 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 Existing Credit Agreement) under the Existing Credit Agreement in accordance with the Fifth Fourth 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 Existing Credit Agreement) under the Existing Credit Agreement (or such lesser amount as it may have been allocated in accordance with Fifth 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 Fifth 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. 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.