Common use of Promise to Pay; Promissory Notes Clause in Contracts

Promise to Pay; Promissory Notes. (a) The Borrower agrees to pay the Lender Group Expenses owing by Borrower on the earlier of (i) the last Business Day of each March, June, September and December of each year, commencing on the first such date to occur after the Closing Date, following the date on which the applicable Lender Group Expenses were first incurred and identified to the Borrower or (ii) the date on which demand therefor is made by Agent (it being acknowledged and agreed that any charging of such costs, expenses or Lender Group Expenses to the applicable Loan Account pursuant to the provisions of Section 2.6(d) shall be deemed to constitute a demand for payment thereof for the purposes of this subclause (ii)). The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Term Loans owing by Borrower in full on the Term Loan Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Revolving Loans owing by Borrower in full on the Revolver Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Incremental Term Loans, Extended Term Loans, Incremental Revolving Loans and the Extended Revolving Loans owing by Borrower in full on such applicable Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the remaining Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of any Loans owing by Borrower in full on the Latest Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. Borrower agrees that its obligations contained in the first sentence of this Section 2.5(a) shall survive payment or satisfaction in full of all other Obligations.

Promise to Pay; Promissory Notes. (a) The Borrower agrees to pay the Lender Group Expenses owing by Borrower on the earlier of (i) the last Business Day of each Marchcalendar month, June, September and December of each year, commencing on the first such date to occur after the Closing Datein arrears, following the date on which the applicable Lender Group Expenses were first incurred and identified invoiced to the Borrower Borrower, or (ii) within 5 Business Days of the date on which written demand therefor is made by Agent (it being acknowledged and agreed that any charging of such costs, expenses or Lender Group Expenses to the applicable Loan Account pursuant to the provisions of Section 2.6(d) shall be deemed to constitute a demand for payment thereof for the purposes of this subclause (ii)). The Agent shall (A) prior to requiring payment of any Lender Group Expenses consisting of legal fees and expenses, provide Borrower with a written summary invoice relating thereto and (B) promptly after request therefor by Borrower, provide Borrower with a written invoice or similar documentation with respect to any Lender Group Expenses other than legal fees and expenses. Borrower promises to pay all of the Obligations in respect of the Incremental Term Loan (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) in full on the Incremental Term Loan Maturity Date or, if earlier, on the date on which such Obligations become due and payable pursuant to the terms of this Agreement. Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Term Loans owing by Borrower in full on the Term Loan Maturity DateDate or, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Revolving Loans owing by Borrower in full on the Revolver Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Incremental Term Loans, Extended Term Loans, Incremental Revolving Loans and the Extended Revolving Loans owing by Borrower in full on such applicable Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the remaining Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of any Loans owing by Borrower in full on the Latest Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. Borrower agrees that its obligations contained in the first sentence of this Section 2.5(a) 2.5 shall survive payment or satisfaction in full of all other Obligations.

Promise to Pay; Promissory Notes. (a) The Borrower agrees Borrowers agree to pay the (x) all non-out-of-pocket Lender Group Expenses owing by Borrower on the earlier of (i) the last Business Day first day of each March, June, September and December of each year, commencing on the first such date to occur after the Closing Date, month following the date on which the applicable Lender Group Expenses were first incurred incurred, and identified to the Borrower or (ii) the date on which demand therefor is made by Agent (provided that if demand therefor is made on a day that is not a Business Day or after 10:00 a.m. on a Business Day, such Lender Group Expenses shall be due and payable on the next Business Day) (it being acknowledged and agreed that any charging of such costs, expenses or Lender Group Expenses to the applicable Loan Account pursuant to the provisions of Section 2.6(d) shall be deemed to constitute a demand for payment thereof for the purposes of this subclause (ii)), and (y) all out-of-pocket Lender Group Expenses within thirty days of the date on which demand therefor is made by Agent. The Borrower promises Borrowers promise to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Term Loans owing by Borrower in full on the Term Loan Maturity DateDate or, if earlier, on the date on which such the Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Revolving Loans owing by Borrower in full on the Revolver Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Incremental Term Loans, Extended Term Loans, Incremental Revolving Loans and the Extended Revolving Loans owing by Borrower in full on such applicable Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the remaining Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of any Loans owing by Borrower in full on the Latest Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. Borrower agrees Borrowers agree that its their obligations contained in the first sentence of this Section 2.5(a) shall survive payment or satisfaction in full of all other Obligations.. Any Lender may request that any portion of its Commitments or the Loans made by it be evidenced by one or more promissory notes. In such event, Borrowers shall execute and deliver to such Lender the requested promissory notes payable to the order of such Lender in a form furnished by Agent and reasonably satisfactory to Borrowers. Thereafter, the portion of the Commitments and Loans evidenced by such promissory notes and interest thereon shall DM3\7893162.1DM3\7893162.7

Promise to Pay; Promissory Notes. (a) The Each Borrower Group agrees to pay the Lender Group Expenses owing by such Borrower on the earlier of Group not later than ten (i10) the last Business Day of each March, June, September and December of each year, commencing on the first such date to occur Days after the Closing Date, following the date on which the applicable Lender Group Expenses were first incurred and identified to the Borrower or (ii) the date on which written demand therefor is made by Agent and presentation of any documents required to be delivered in connection therewith (it being acknowledged and agreed that any charging of that, if not so paid within such coststen (10) Business Day period, expenses or if otherwise authorized or requested by Administrative Borrower, such Lender Group Expenses shall be charged to the applicable Loan Account pursuant to the provisions of Section 2.6(d) )); provided, however, that the payment of any Taxes that are Lender Group Expenses shall be deemed governed by Section 16. Subject to constitute a demand for payment thereof for the purposes last sentence of this subclause (iiSection 2.5(a)). The , each Borrower Group promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Term Loans owing by such Borrower Group in full on the Term Loan Maturity DateDate or, if earlier, on the date on which such the Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Revolving Loans owing by Borrower in full on the Revolver Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Incremental Term Loans, Extended Term Loans, Incremental Revolving Loans and the Extended Revolving Loans owing by Borrower in full on such applicable Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the remaining Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of any Loans owing by Borrower in full on the Latest Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. Borrower agrees Borrowers agree that its their obligations contained in the first sentence of this Section 2.5(a) shall survive payment or satisfaction in full of all other Obligations. Notwithstanding anything in this Agreement or any other Loan Documents to the contrary, with respect to each Loan and each Letter of Credit, (a) the Borrower that requests such Loan or Letter of Credit (or otherwise is the applicant therefor) shall be the "Requesting Borrower" and all Borrowers other than the Requesting Borrower shall be the "Other Borrowers", (b) the Requesting Borrower shall be severally (and not jointly) liable under this Agreement for the reimbursement, cash collateral and other obligations (including fees and interest) associated with such Loan or Letter of Credit, and (c) no Other Borrower shall be a co-debtor or co-borrower with the Requesting Borrower with respect to such Loan or Letter of Credit or be in any way primarily liable under this Agreement for such Loan or Letter of Credit or the reimbursement, cash collateral or other obligations (including fees and interest) associated with such Loan or Letter of Credit; provided that the forgoing limitations shall not affect (i) any obligations of any such Other Borrower with respect to any other Loans or Letters of Credit (and the related reimbursement and other obligations with respect thereto) for which it is a "Requesting Borrower" or (ii) any obligations of any such Other Borrower under any applicable Guaranty Agreement.

Promise to Pay; Promissory Notes. (a) The Borrower agrees to pay the Lender Group Expenses owing by Borrower on the earlier of (i) the last Business Day first day of each March, June, September and December of each year, commencing on the first such date to occur after the Closing Date, month following the date on which the applicable Lender Group Expenses were first incurred and identified to the Borrower or (ii) the date on which demand therefor is made by Agent (it being - 50 - acknowledged and agreed that any charging of such costs, expenses or Lender Group Expenses to the applicable Loan Account pursuant to the provisions of Section 2.6(d) shall be deemed to constitute a demand for payment thereof for the purposes of this subclause (ii)). The Borrower promises to pay all of the Revolver Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Term Loans owing by Borrower in respect thereof) in full on the Term Loan Revolver Maturity DateDate or, if earlier, on the date on which such the Revolver Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Delayed Draw Term Loan Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Initial Revolving Loans owing by Borrower in respect thereof) in full on the Revolver Delayed Draw Term Loan Maturity DateDate or, if earlier, on the date on which such the Delayed Draw Term Loan Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of the Incremental Term Loans, Extended Term Loans, Incremental Revolving Loans and the Extended Revolving Loans owing by Borrower in full on such applicable Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. The Borrower promises to pay all of the remaining Obligations (including principal, interest, premiums, if any, fees, costs, and expenses (including Lender Group Expenses)) of any Loans owing by Borrower in full on the Latest Maturity Date, if earlier, on the date on which such Obligations (other than the Bank Product Obligations) become due and payable pursuant to the terms of this Agreement. Borrower agrees that its obligations contained in the first sentence of this Section 2.5(a) shall survive payment or satisfaction in full of all other Obligations.