Third Amended and Restated Term Loan Agreement Dated as of May 19, 2011 among Revlon Consumer Products Corporation as Borrower and The Lenders Party Hereto and Citicorp USA, Inc. as Administrative Agent and Collateral Agent JPMorgan Chase Bank, N.A....Term Loan Agreement • May 20th, 2011 • Revlon Consumer Products Corp • Perfumes, cosmetics & other toilet preparations • New York
Schedule I Lenders; Addresses for Notices Schedule II Term Loan Commitments Schedule 1.1(a) Existing Hedging Contracts Schedule 8.13(a) Company Information Schedule 8.13(b) Subsidiaries of the Company; Subsidiaries Scheduled for Dissolution Schedule 10.16 Post-Closing Matters Schedule 11.3(g) Existing Liens Schedule 11.4(b) Contingent Obligations Schedule 11.6 Disposition Assets Schedule 11.8(p) Existing Investments Schedule 12.1(p) Existing Parent Agreements
Master Assignment and AcceptanceMaster Assignment and Acceptance • May 20th, 2011 • Revlon Consumer Products Corp • Perfumes, cosmetics & other toilet preparations
Assignment and Acceptance dated as of May 19, 2011 (this “Master Assignment and Acceptance”) among each Lender who does not execute and deliver a Lender Consent (as defined in the Third Amended and Restated Term Loan Agreement (as defined below)) (collectively, the “Assignors” and each individually, an “Assignor”), and Citibank, N.A., as Assignee(the “Assignee”).
Reaffirmation AgreementReaffirmation Agreement • May 20th, 2011 • Revlon Consumer Products Corp • Perfumes, cosmetics & other toilet preparations • New York
This Reaffirmation Agreement, dated as of May 19, 2011 (this “Reaffirmation Agreement”), is made by each Person listed on the signature pages hereto as a Reaffirming Party (each a “Reaffirming Party” and collectively the “Reaffirming Parties”) and acknowledged by the Collateral Agent (as defined below) on behalf of the Secured Parties (as defined in the Term Loan Agreement referred to below).
Form of TERM LOAN Note to Third Amended and Restated Term Loan AgreementTerm Loan Note • May 20th, 2011 • Revlon Consumer Products Corp • Perfumes, cosmetics & other toilet preparations • New York
For value received, the undersigned, Revlon Consumer Products Corporation, a Delaware corporation (the “Company”), hereby promises to pay to the order of the Lender set forth above (the “Lender”) the Principal Amount set forth above, or, if less, the aggregate unpaid principal amount of the Term Loan (as defined in the Term Loan Agreement referred to below) of the Lender to the Company, payable at such times, and in such amounts, as are specified in the Term Loan Agreement.
