Common use of Tranche D Term Loans Clause in Contracts

Tranche D Term Loans. Each Tranche D Term Loan Lender having an Original Tranche D Term Loan Commitment severally agrees to lend to Company on the Second Amended and Restated Credit Agreement Closing Date an amount not exceeding its pro rata share of the aggregate amount of the Original Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, and each Tranche D Term Loan Lender having an Additional Tranche D Term Loan Commitment severally agrees to lend to Company on the Third Amended and Restated Credit Agreement Closing Date an amount not exceeding its pro rata share of the aggregate amount of the Additional Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, in each case to be used for the purposes identified in subsection 2.5A. The amounts of each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment and each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment are set forth opposite such Tranche D Term Loan Lender's name on SCHEDULE 2.1 annexed hereto. The aggregate amount of the Original Tranche D Term Loan Commitments is $40,000,000, the aggregate amount of the Additional Tranche D Term Loan Commitments is $52,500,000 and the aggregate amount of the Tranche D Term Loan Commitments is $92,500,000; PROVIDED that the Tranche D Term Loan Commitments of Tranche D Term Loan Lenders shall be adjusted to give effect to any assignments of the Tranche D Term Loan Commitments pursuant to subsection 10.1B. Each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) December 31, 1999, if the Original Tranche D Term Loans are not made on or before that date and (ii) at the close of business on the Second Amended and Restated Credit Agreement Closing Date. Each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) June 30, 2000, if the Additional Tranche D Term Loans are not made on or before that date and (ii) at the close of business on the Third Amended and Restated Credit Agreement Closing Date. Company may make only one borrowing under the Original Tranche D Term Loan Commitments and may make only one borrowing under the Additional Tranche D Term Loan Commitments. Amounts borrowed under this subsection 2.1A(vi) and subsequently repaid or prepaid may not be reborrowed.

Tranche D Term Loans. Each Subject to the terms and conditions set forth herein, each Tranche D D-1 Term Loan Lender having outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement as a Tranche D-1 Term Loan. Tranche D-1 Term Loans that were Eurodollar Loans with a particular Interest Period under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans under this Agreement with an Original initial Interest Period equal to the then remaining Interest Period for such Eurodollar Loans under the Existing Credit Agreement (and with the same Eurodollar Rate).Tranche D-1 Term Loans that were Base Rate Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Base Rate Loans under this Agreement. Tranche D D-1 Term Loans may from time to time be Eurodollar Loans or Base Rate Loans as determined by the Borrowers and notified to the Administrative Agent in accordance with Sections 2.09 and 4.05. Subject to the terms and conditions set forth herein, each Tranche D-2 Term Loan Commitment severally agrees to lend to Company on outstanding under the Second Amended and Restated Existing Credit Agreement Closing immediately prior to the New Restatement Effective Date an amount not exceeding its pro rata share of shall remain outstanding under this Agreement as a Tranche D-2 Term Loan. Tranche D-2 Term Loans that were Eurodollar Loans with a particular Interest Period under the aggregate amount of the Original Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, and each Tranche D Term Loan Lender having an Additional Tranche D Term Loan Commitment severally agrees to lend to Company on the Third Amended and Restated Existing Credit Agreement Closing immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans under this Agreement with an amount not exceeding its pro rata share of initial Interest Period equal to the aggregate amount of then remaining Interest Period for such Eurodollar Loans under the Additional Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, in each case to be used for Existing Credit Agreement (and with the purposes identified in subsection 2.5A. The amounts of each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment and each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment are set forth opposite such Tranche D Term Loan Lender's name on SCHEDULE 2.1 annexed hereto. The aggregate amount of the Original Tranche D Term Loan Commitments is $40,000,000, the aggregate amount of the Additional Tranche D Term Loan Commitments is $52,500,000 and the aggregate amount of the Tranche D Term Loan Commitments is $92,500,000; PROVIDED that the Tranche D Term Loan Commitments of Tranche D Term Loan Lenders shall be adjusted to give effect to any assignments of the Tranche D Term Loan Commitments pursuant to subsection 10.1B. Each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) December 31, 1999, if the Original Tranche D same Eurodollar Rate).Tranche D-2 Term Loans are not made on or before that date and (ii) at were Base Rate Loans under the close of business on the Second Amended and Restated Existing Credit Agreement Closing Dateimmediately prior to the New Restatement Effective Date shall initially be Base Rate Loans under this Agreement. Each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) June 30, 2000, if the Additional Tranche D D-2 Term Loans are not made on may from time to time be Eurodollar Loans or before that date Base Rate Loans as determined by the Borrowers and (ii) at notified to the close of business on the Third Amended Administrative Agent in accordance with Sections 2.09 and Restated Credit Agreement Closing Date. Company may make only one borrowing under the Original Tranche D Term Loan Commitments and may make only one borrowing under the Additional Tranche D Term Loan Commitments. Amounts borrowed under this subsection 2.1A(vi) and subsequently repaid or prepaid may not be reborrowed4.05.

Tranche D Term Loans. Each Subject to the terms and conditions set forth herein, each Tranche D Term Loan Lender having an Original agrees to make one or more Tranche D Term Loans to the Borrower (or, as provided below, to convert Tranche C Term Loans into Tranche D Term Loans) on the Second Restatement Effective Date in a principal amount not exceeding its Tranche D Term Loan Commitment severally agrees Commitment. Amounts prepaid or repaid in respect of Tranche D Term Loans may not be reborrowed. Notwithstanding the foregoing, it is understood and agreed that any Tranche D Lender that also holds any Tranche C Term Loans may elect, by notice to lend the Administrative Agent, that the Tranche D Term Loans required to Company on the be made by such Second Amended and Restated Credit Agreement Closing Lender on the Second Restatement Effective Date an amount not exceeding its pro rata share shall, to the extent of the aggregate amount portion of the Original Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, and each Tranche D Term Loan Lender having an Additional Tranche D Term Loan Commitment severally agrees to lend to Company on the Third Amended and Restated Credit Agreement Closing Date an amount not exceeding its pro rata share of the aggregate amount of the Additional Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, in each case to be used for the purposes identified in subsection 2.5A. The amounts of each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment and each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment are set forth opposite such Tranche D Term Loan Lender's name on SCHEDULE 2.1 annexed hereto. The aggregate amount of the Original Tranche D Term Loan Commitments is $40,000,000, Loans not exceeding the aggregate amount of the Additional Tranche D Term Loan Commitments is $52,500,000 and the aggregate principal amount of the Tranche C Term Loans of such Lender, be made by converting such Tranche C Term Loans into Tranche D Term Loan Commitments Loans (and each reference in the Second Restatement to the "making" of any Tranche D Term Loan, or words of similar import, shall in the case of such Lender be deemed to include such conversion). Without limiting the generality of the foregoing, it is $92,500,000; PROVIDED understood that the Tranche D Term Loan Commitments of Loans into which the Tranche D C Term Loan Lenders Loans are so converted shall be adjusted treated identically to give effect to any assignments of the Tranche D Term Loan Commitments pursuant to subsection 10.1B. Each Loans being funded (and not being converted from Tranche D C Term Loan Lender's Original Tranche D Term Loan Commitment shall expire immediately and without further action Loans) on the earlier of (i) December 31, 1999, if the Original Second Restatement Effective Date and shall have identical Interest Periods in identical proportions and durations as all other Tranche D Term Loans (and, for these purposes, any Interest Periods for Tranche C Term Loans that are not made on or before that date and (ii) at the close of business Eurodollar Loans in effect on the Second Amended and Restated Credit Agreement Closing Date. Each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment Restatement Effective Date shall expire immediately and without further action be terminated on the earlier of (i) June 30Second Restatement Effective Date, 2000and any such converting Lender shall be paid accrued interest on its Tranche C Term Loans being so converted, together with any amounts payable under Section 2.14, as if the Additional Tranche D C Term Loans are not made on or before that date and (ii) at the close of business were being prepaid in full on the Third Amended and Restated Credit Agreement Closing Second Restatement Effective Date. Company may make only one borrowing under the Original Tranche D Term Loan Commitments and may make only one borrowing under the Additional Tranche D Term Loan Commitments. Amounts borrowed under this subsection 2.1A(vi) and subsequently repaid or prepaid may not be reborrowed)."

Tranche D Term Loans. Each Tranche D Term Loan Lender having an Original a Tranche D Term Loan Commitment severally agrees to lend to Company on the Second Amended and Restated Credit Agreement Closing Date an amount not exceeding its pro rata share Pro Rata Share of the aggregate amount of the Original Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, and each Tranche D Term Loan Lender having an Additional Tranche D Term Loan Commitment severally agrees to lend to Company on the Third Amended and Restated Credit Agreement Closing Date an amount not exceeding its pro rata share of the aggregate amount of the Additional Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, in each case to be used for the purposes identified in subsection 2.5A. The amounts amount of each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment and each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment are is set forth opposite such Tranche D Term Loan Lender's name on SCHEDULE 2.1 annexed hereto. The aggregate amount of the Original Tranche D Term Loan Commitments is $40,000,000, the aggregate amount of the Additional Tranche D Term Loan Commitments is $52,500,000 and the aggregate amount of the Tranche D Term Loan Commitments is $92,500,00040,000,000; PROVIDED that the Tranche D Term Loan Commitments of Tranche D Term Loan Lenders shall be adjusted to give effect to any assignments of the Tranche D Term Loan Commitments pursuant to subsection 10.1B. Each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) December 31, 1999, if the Original Tranche D Term Loans are not made on or before that date and (ii) at the close of business on the Second Amended and Restated Credit Agreement Closing Date. Each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) June 30, 2000, if the Additional Tranche D Term Loans are not made on or before that date and (ii) at the close of business on the Third Amended and Restated Credit Agreement Closing Date. Company may make only one borrowing under the Original Tranche D Term Loan Commitments and may make only one borrowing under the Additional Tranche D Term Loan Commitments. Amounts borrowed under this subsection 2.1A(vi2.1A(vii) and subsequently repaid or prepaid may not be reborrowed.

Tranche D Term Loans. Each Subject to the terms and conditions set forth herein, each Tranche D D-1 Term Loan Lender having outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement as a Tranche D-1 Term Loan. Tranche D-1 Term Loans that were Eurodollar Loans with a particular Interest Period under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans under this Agreement with an Original initial Interest Period equal to the then remaining Interest Period for such Eurodollar Loans under the Existing Credit Agreement (and with the same Eurodollar Rate).Tranche D-1 Term Loans that were Base Rate Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Base RateLoans under this Agreement. Tranche D D-1 Term Loans may from time to time be Eurodollar Loans or Base Rate Loans as determined by the Borrowers and notified to the Administrative Agent in accordance with Sections 2.09 and 4.05. Subject to the terms and conditions set forth herein, each Tranche D-2 Term Loan Commitment severally agrees to lend to Company on outstanding under the Second Amended and Restated Existing Credit Agreement Closing immediately prior to the New Restatement Effective Date an amount not exceeding its pro rata share of shall remain outstanding under this Agreement as a Tranche D-2 Term Loan. Tranche D-2 Term Loans that were Eurodollar Loans with a particular Interest Period under the aggregate amount of the Original Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, and each Tranche D Term Loan Lender having an Additional Tranche D Term Loan Commitment severally agrees to lend to Company on the Third Amended and Restated Existing Credit Agreement Closing immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans under this Agreement with an amount not exceeding its pro rata share of initial Interest Period equal to the aggregate amount of then remaining Interest Period for such Eurodollar Loans under the Additional Tranche D Term Loan Commitments, which pro rata share is set forth opposite its name on SCHEDULE 2.1 attached hereto, in each case to be used for Existing Credit Agreement (and with the purposes identified in subsection 2.5A. The amounts of each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment and each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment are set forth opposite such Tranche D Term Loan Lender's name on SCHEDULE 2.1 annexed hereto. The aggregate amount of the Original Tranche D Term Loan Commitments is $40,000,000, the aggregate amount of the Additional Tranche D Term Loan Commitments is $52,500,000 and the aggregate amount of the Tranche D Term Loan Commitments is $92,500,000; PROVIDED that the Tranche D Term Loan Commitments of Tranche D Term Loan Lenders shall be adjusted to give effect to any assignments of the Tranche D Term Loan Commitments pursuant to subsection 10.1B. Each Tranche D Term Loan Lender's Original Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) December 31, 1999, if the Original Tranche D same Eurodollar Rate).Tranche D-2 Term Loans are not made on or before that date and (ii) at were Base Rate Loans under the close of business on the Second Amended and Restated Existing Credit Agreement Closing Dateimmediately prior to the New Restatement Effective Date shall initially be Base Rate Loans under this Agreement. Each Tranche D Term Loan Lender's Additional Tranche D Term Loan Commitment shall expire immediately and without further action on the earlier of (i) June 30, 2000, if the Additional Tranche D D-2 Term Loans are not made on may from time to time be Eurodollar Loans or before that date Base Rate Loans as determined by the Borrowers and (ii) at notified to the close of business on the Third Amended Administrative Agent in accordance with Sections 2.09 and Restated Credit Agreement Closing Date. Company may make only one borrowing under the Original Tranche D Term Loan Commitments and may make only one borrowing under the Additional Tranche D Term Loan Commitments. Amounts borrowed under this subsection 2.1A(vi) and subsequently repaid or prepaid may not be reborrowed4.05.