Common use of Initial Term Commitments Clause in Contracts

Initial Term Commitments. Pursuant to the Existing Note Agreement, the Existing Holders made Term Loans (as defined in the Existing Note Agreement) (the “Existing Term Loans”) to the Company in the full amount of their Term Commitments (as defined in the Existing Note Agreement), whereupon such Term Commitments automatically terminated. As of the Amendment Closing Date, the aggregate outstanding principal balance of the Existing Term Loans is $100,000,000 and the outstanding principal balance of the Existing Term Loans held by each Existing Holder is as follows: (I) Fortress Opportunities, $75,000,000, (II) Fortress Funding III, $20,000,000 and (III) Fortress Funding IV LP, $5,000,000. Subject to the terms and conditions set forth herein, on the Amendment Closing Date, (A) the Existing Term Loans held by the Continuing Holders in the aggregate principal amount of $95,000,000 under the Existing Note Agreement shall be rolled over into and shall constitute Initial Term Loans hereunder, (B) each Continuing Holder holding an Existing Term Loan as of the Amendment Closing Date shall constitute an Initial Term Holder hereunder, (C) each Initial Term Holder severally agrees to make an Initial Term Loan to the Company in a single drawing on the Amendment Closing Date in an amount equal to (x) the full amount of its Initial Term Commitment minus (y) the outstanding principal balance of the Existing Term Loan, if any, held by such Initial Term Holder and (D) a portion of the proceeds of the Initial Term Loans funded under the foregoing clause (C) in the amount of $5,000,000 plus the amount of any accrued interest on Existing Term Loan held by the Departing Holder shall be remitted to the Departing Holder and applied to repay such Existing Term Loan and accrued interest in full. The Existing Holders hereby (1) consent to the repayment of the Existing Term Loan held by the Departing Holder and waive any requirement under the Existing Note Agreement or otherwise that such repayment be applied ratably to the Obligations (as defined in the Existing Note Agreement) held by all of the Existing Holders, (2) waive any requirement under the Existing Note Agreement or otherwise that the Company provide any prior notice of such repayment and (3) waive any obligation of the Company to pay and any right of the Administrative Agent or the Existing Holders to receive any fee, premium or other amount under the Existing Note Agreement or otherwise in connection with such repayment. Upon any payment or prepayment of an Initial Term Loan in whole or in part, the Company shall have no right to reborrow the amount so paid or prepaid.

Initial Term Commitments. Pursuant (a) On the Amendment No. 1 Effective Date, each of the Initial Term Lenders will make Initial Term Loans to the Existing Note Borrower pursuant to Section 2.01(a) of the Amended Credit Agreement. The Initial Term Loans will constitute a new Class of Term Loans for all purposes under the Amended Credit Agreement. (b) Each Initial Term Lender (i) confirms that it has received a copy of the Amended Credit Agreement and the other Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment; (ii) agrees that it will, independently and without reliance upon the Administrative Agents, the Existing Holders made Amendment No. 1 Lead Arrangers, any other Initial Term Loans Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Amended Credit Agreement; (iii) appoints and authorizes the Agents to take actions as defined in agents on its behalf and to exercise such powers and discretion under the Existing Note Agreement) (Amended Credit Agreement and the “Existing Term Loans”) other Loan Documents as are delegated to the Company Agents by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; and (iv) agrees that it will perform in accordance with their terms all of the full amount obligations which by the terms of their the Amended Credit Agreement are required to be performed by it as a Lender. (c) Upon (i) the execution of a counterpart of this Amendment by each Initial Term Commitments Lender, each Agent, Holdings, the Borrower and the other Guarantors party hereto and (ii) the delivery to the Administrative Agents of a fully executed counterpart (including by way of telecopy or other electronic transmission) hereof, each of the Initial Term Lenders party to this Amendment shall become a Lender under the Amended Credit Agreement and shall have the respective Initial Term Commitment set forth on Annex A hereto, effective as defined in the Existing Note Agreement), whereupon such Term Commitments automatically terminated. As of the Amendment Closing No. 1 Effective Date, . (d) This Amendment shall constitute (i) an Incremental Facility Amendment and (ii) a notice to the aggregate outstanding principal balance Administrative Agents as required pursuant to Section 2.20 of the Existing Amended Credit Agreement, in each case, with respect to the Initial Term Loans is $100,000,000 and for all purposes under the outstanding principal balance Amended Credit Agreement. (e) Pursuant to Section 2.20 of the Existing Term Loans held by each Existing Holder is as follows: (I) Fortress Opportunities, $75,000,000, (II) Fortress Funding III, $20,000,000 Credit Agreement and (III) Fortress Funding IV LP, $5,000,000. Subject subject to the terms and conditions set forth herein, on the Amendment Closing Date, (A) the Existing Term Loans held by the Continuing Holders in the aggregate principal amount of $95,000,000 under the Existing Note Agreement shall be rolled over into and shall constitute Initial Term Loans hereunder, (B) each Continuing Holder holding an Existing Term Loan effective as of the Amendment Closing Date No. 1 Effective Date, for all purposes of the Loan Documents, (i) the Initial Term Commitments shall constitute an “Term Commitments,” (ii) the Initial Term Holder hereunder, Loans shall constitute “Incremental Term Loans” and “Term Loans” and (Ciii) each Initial Term Holder severally agrees to make Lender shall constitute an Initial “Incremental Term Loan to Lender,” a “Term Lender” and a “Lender” and shall have all the Company in rights and obligations of a single drawing on the Amendment Closing Date in an amount equal to (x) the full amount of its Initial Lender holding a Term Commitment minus (y) or, following the outstanding principal balance of the Existing Term Loan, if any, held by such Initial Term Holder and (D) a portion of the proceeds of the Initial Term Loans funded under the foregoing clause (C) in the amount of $5,000,000 plus the amount of any accrued interest on Existing Term Loan held by the Departing Holder shall be remitted to the Departing Holder and applied to repay such Existing Term Loan and accrued interest in full. The Existing Holders hereby (1) consent to the repayment of the Existing Term Loan held by the Departing Holder and waive any requirement under the Existing Note Agreement or otherwise that such repayment be applied ratably to the Obligations (as defined in the Existing Note Agreement) held by all of the Existing Holders, (2) waive any requirement under the Existing Note Agreement or otherwise that the Company provide any prior notice of such repayment and (3) waive any obligation of the Company to pay and any right of the Administrative Agent or the Existing Holders to receive any fee, premium or other amount under the Existing Note Agreement or otherwise in connection with such repayment. Upon any payment or prepayment making of an Initial Term Loan in whole or in partLoan, the Company shall a Term Loan), and other related terms will have no right to reborrow the amount so paid or prepaidcorrelative meanings mutatis mutandis.