Common use of Required Terms Clause in Contracts

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi)(A)-(G) below, as applicable and (i) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (yii) be otherwise reasonably satisfactory to the Administrative Agent Refinancing Arranger (except for covenants or otherwise market prevailing terms at such time; provided that other provisions (i) conformed (or added) in the Loan Documents pursuant to the related Refinancing Amendment, (x) in the case of a any Class of Refinancing Term A Loan IncreaseLoans and Refinancing Term Commitments, a for the benefit of the Term B Loan Increase or a Revolving Commitment Increase Lenders and (y) in the case of any Class of Refinancing Revolving Loans and Refinancing Revolving Credit Commitments, for the terms, provisions and documentation benefit of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, Lenders or applicable only to periods after the Latest Maturity Date as existing on of the Incremental Refinancing Facility Closing Date) which may be added without the consent of any other party. In any event: , (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt, (except by virtue of amortization C) shall have an interest rate (which may be fixed or prepayment of the Term A Loans prior to the time of such incurrencevariable), margin (if any) and interest rate floor (iiif any), and subject to clause (e)(i)(B) with respect to Incremental above, amortization determined by the Borrower and the applicable Refinancing Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Lenders, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower and the applicable Incremental Term LendersRefinancing Arrangers, (E1) may participate on a pro rata basis or basis, less than pro rata basis (but not on a or greater than pro rata basisbasis (except that, except as expressly provided herein) in any mandatory prepayments of unless otherwise permitted under this Agreement, such Refinancing Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class participate on a greater than a pro rata basis as compared to any other earlier maturing Class with of Term Loans) in any mandatory prepayments of Term Loans and (2) may participate on a later maturity date pro rata basis, less than such Classpro rata basis or greater than pro rata basis in any voluntary prepayment of Term Loans, (F) shall provide that assignments not have a greater principal amount than the principal amount of the Refinanced Debt plus accrued but unpaid interest, fees, premiums (if any) and participations of Incremental Revolving Credit Commitments penalties thereon and Incremental Revolving Loans shall be governed by reasonable fees, expenses, OID and upfront fees associated with the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date,refinancing, and (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, rank pari passu in right of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior payment and security (but without regard to the Incremental Facility Closing Date; provided control of remedies) with the other Obligations under this Agreement, shall not at no any time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and guaranteed by any original Revolving Credit Commitments) which have more Subsidiary of the Borrower other than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower Subsidiaries that are Guarantors, and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth obligations in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans thereof shall not be greater secured by any property or assets of the Borrower or any Restricted Subsidiary other than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis pointsCollateral; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.and

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Initial Term A Loans, Term B Loans or any Class of Revolving Credit Commitmentsshall be consistent with clauses (i) and (ii) below, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be otherwise reasonably satisfactory to the Administrative Agent (except for covenants or otherwise market prevailing terms at such timeother provisions (a) conformed (or added) in the Loan Documents pursuant to the related Incremental Amendment or (b) applicable only to periods after the Latest Maturity Date as of the Incremental Amendment Date); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation (other than the Incremental Amendment evidencing such increase) of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Class of Term A Loans, Term B Loans or Class of Revolving Credit Loan Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) as of the Incremental Amendment Date, shall rank pari passu in right of payment and of security with the Revolving Credit Loans and not have a final scheduled maturity date earlier than the Term LoansLoan Maturity Date of the Initial Term Loans or any Extended Term Loans as to which the Initial Term Loans were the Existing Term Loan Tranche, (B) (i) with respect to as of the Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A LoansAmendment Date, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Initial Term A Loans on the date of incurrence of such Incremental Term A Loans Loans, (except by virtue of amortization or prepayment of the Term A Loans prior C) shall have an Applicable Margin, and subject to the time of such incurrenceclauses (e)(i)(A) and (iie)(i)(B) with respect to above, amortization determined by the Borrower and the applicable Incremental Term B LoansLenders; provided the Applicable Margin and amortization solely for a Term Loan Increase shall be (x) the Applicable Margin and amortization for the Class being increased or (y) in the case of the Applicable Margin, shall have a Weighted Average Life to Maturity not shorter higher than the remaining Weighted Average Life to Maturity of Applicable Margin for the Term B Loans on Class being increased as long as the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of Applicable Margin for the Term B Loans prior Class being increased shall be automatically increased as and to the time of extent necessary to eliminate such incurrence)deficiency, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower and the applicable Incremental Term Lenders,Loan Lender(s), and (E) may participate on (I) a pro rata basis or less than pro rata basis (but not greater than pro rata basis) in any voluntary prepayments of Term Loans hereunder and (II) a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the any then-outstanding Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate LIBOR or Base Rate floor) with respect to the then-outstanding Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such the then-outstanding Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided provided, further, that any increase in All-In Yield to such any Term B Loan due to the application or imposition of a Eurocurrency Rate LIBOR or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency LIBOR Rate or Base Rate floor applicable to such then-outstanding Term B LoanLoans.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower Company and the applicable Incremental Refinancing Lenders providing such Incremental Commitments, and except as otherwise set forth hereinRefinancing Commitments and, to the extent not substantially identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing DateDate (except to the extent permitted by clauses (i) and (ii) below, as applicable, and with respect to pricing and optional prepayment or redemption terms), shall (x) reflect market terms and conditions (taken as a wholedetermined by the Company in its reasonable discretion) at the time of incurrence or issuance of such Indebtedness (as determined by the Parent Borrower in good faith) Refinancing Term Loans or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Refinancing Revolving Credit Commitments, as the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Datecase may be. In any event: (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than have amortization (subject to clause (e)(i)(A) above) determined by the Maturity Date with respect to Company and the applicable Refinancing Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, Lenders but shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt, (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrenceC) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than an All-In Yield determined by the remaining Weighted Average Life to Maturity of Company and the applicable Refinancing Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Lenders, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower Company and the applicable Incremental Refinancing Term LendersLoan arranger(s), (E) may participate (x) on a pro rata basis or a less than pro rata basis (but not a greater than pro rata basis) in any voluntary prepayments of Term Loans hereunder) or (y) on a pro rata basis or less than a pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor prepayments pursuant to Section 2.13(c)(i)) in any mandatory prepayments of Term Loans hereunder, as specified or if junior in the applicable Incremental Amendmentright of security, shall be on a junior basis with respect thereto, (F) made shall not have a greater principal amount than (x) the principal amount of the Refinanced Debt plus (y) accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, original issue discount and upfront fees associated with the refinancing plus (z) any additional amount of Indebtedness to the Swiss Subsidiary Borrower extent that such additional amount would otherwise be permitted to be incurred and secured on a pari passu basis with the Obligations pursuant to Sections 7.01 and 7.03 (it being understood that any such additional amount shall utilize availability under any “basket” set forth in those Sections) and the Administrative Agent and any Person providing any Refinancing Loans or Refinancing Commitments may rely on the Borrower’s certification of compliance with this clause (F) (provided that the Administrative Agent has not exceed an aggregate Dollar Equivalent notified such Person in writing of $400,000,000its objection to such calculation prior to the funding thereof) and, without excusing any Default or Event of Default which may arise from any inaccuracy in such certification, such certification will be deemed accurate for purposes of determining whether the financing provided by any Person relying thereon qualifies as Refinancing Loans or Refinancing Commitments, as applicable, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu in right of payment and of security with the Obligations under Term Loans and Revolving Credit Loans and shall have the same Guarantors and (II) shall be secured either on a pari passu basis with the Obligations or on a junior basis to the Obligations, in each case over the same (or less) Collateral that secures the Term Loans; provided that, with respect to any Refinancing Term Loans that are secured by the Collateral on a junior basis to the Obligations, such Refinancing Term Loans shall be established as a Facility separate from the Term Loans provided herein; provided, further, with respect to any Refinancing Term Loans that are secured by the Collateral on a junior basis to the Obligations, such Refinancing Term Loans shall be subject to a Junior Lien Intercreditor Agreement; and (ii) the Refinancing Revolving Credit Commitments and Refinancing Revolving Loans: (A) (I) shall rank pari passu in right of payment with the Obligations under Term Loans and Revolving Credit Loans and shall have the same Guarantors and (II) shall be secured either on a pari passu basis with the Obligations or on a junior basis to the Obligations, in each case over the same (or less) Collateral that secures the Revolving Credit Commitments and Revolving Credit Loans; provided that, with respect to any Refinancing Revolving Credit Commitments that are secured by the Collateral on a junior basis to the Obligations, such Refinancing Revolving Credit Commitments shall be established as a Facility separate from the Revolving Credit Commitments provided herein; provided, further, with respect to any Refinancing Revolving Credit Commitments that are secured by the Collateral on a junior basis to the Obligations, such Refinancing Revolving Credit Commitments shall be subject to a Junior Lien Intercreditor Agreement, (B) (I) shall not mature have a final scheduled maturity date or mandatory commitment reduction date earlier than the Maturity Date or commitment reduction date, respectively, with respect to the Revolving Credit Facilities in effect on the Effective Date Refinanced Debt and (II) shall not have any scheduled amortization or mandatory commitment reductions prior to giving effect to any extensions thereof)the maturity date of the Refinanced Debt, (C) [reserved]shall provide that the borrowing and repayment (except for (1) payments of interest and fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Credit Commitments and (3) repayment made in connection with a permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be made and participations in Letters of Credit shall be on a pro rata basis or less than a pro rata basis (but not more than a pro rata basis) with all other Revolving Credit Commitments then existing on the Refinancing Facility Closing Date, (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall may provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis or less than pro rata basis (but not greater than pro rata basis) with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such ClassCommitments, (FE) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Refinancing Facility Closing Date, (F) shall have All-In Yield determined by the Company and the applicable Refinancing Revolving Credit Lenders, (G) shall provide that any Incremental have fees determined by the Company and the applicable Refinancing Revolving Credit Commitments may constitute a separate Class or ClassesCommitment arranger(s), as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent,and (H) shall not have an Applicable Rate determined by a greater principal amount of Commitments than (x) the applicable Borrower principal amount of the Commitments of the Refinanced Debt plus (y) accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, original issue discount and upfront fees associated with the refinancing plus (z) any additional amount of Indebtedness to the extent that such additional amount would otherwise be permitted to be incurred and secured on a pari passu basis with the Obligations pursuant to Sections 7.01 and 7.03 (it being understood that any such additional amount shall utilize availability under any “basket” set forth in those Sections) and the applicable Incremental Revolving Credit Lenders, and Administrative Agent and any Person providing any Refinancing Loans or Refinancing Commitments may rely on the Borrower’s certification of compliance with this clause (I) may be borrowed by (provided that the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable Administrative Agent has not notified such Person in writing of its objection to any Incremental Term Loans and the All-In Yield applicable such calculation prior to the Incremental Term funding thereof) and, without excusing any Default or Event of Default which may arise from any inaccuracy in such certification, such certification will be deemed accurate for purposes of determining whether the financing provided by any Person relying thereon qualifies as Refinancing Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Refinancing Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Term Lenders providing such Incremental Refinancing Term Commitments, and except as otherwise set forth herein, to the extent not substantially identical to the Term A Loans, Term B Loans or any Class of Revolving Credit CommitmentsTerm Loans existing on the Refinancing Closing Date, shall be consistent with clauses (i) or (ii) below, as applicable, each existing on the Incremental Facility Closing Date, and otherwise shall (x) reflect market terms and conditions be (taken as a whole) at the time of incurrence of such Indebtedness not materially more favorable (as reasonably determined by the Parent Borrower in good faithand conclusively evidenced by a certificate of the Borrower) or (y) be reasonably satisfactory to the Administrative Agent Refinancing Term Lenders than those applicable to such Class (taken as a whole) being refinanced (except for (1) covenants or otherwise market prevailing other provisions applicable only to periods after the Maturity Date (as of the applicable Refinancing Closing Date) of such Class being refinanced, (2) pricing, fees, rate floors, optional prepayment, redemption terms at such timeand (3) subject to the immediately succeeding proviso, a Previously Absent Financial Maintenance Covenant); provided that in that, notwithstanding anything to the case of a Term A Loan Increasecontrary herein, a Term B Loan Increase or a Revolving Commitment Increase of if any Class of Revolving Credit Commitments, the such terms, provisions and documentation of the Refinancing Term Loans and Refinancing Term Commitments contains a Previously Absent Financial Maintenance Covenant, such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase Previously Absent Financial Maintenance Covenant shall be identical (included for the benefit of each other than with respect to upfront fees, OID Loan or similar fees) to the applicable Term A Loans, Term B Loans or Class Commitment of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Datesuch Class. In any event: (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans Refinanced Debt on the date of incurrence of such Incremental Refinancing Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans Refinanced Debt prior to the time of such incurrence), (DC) shall have an Applicable Rate Margin and, subject to clauses (e)(i)(Be)(i)(A) and (e)(i)(Ce)(i)(B) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Refinancing Term Lenders, (D) shall not be subject to any guarantee by any Person other than a Credit Party and shall not include any borrower other than the Borrower hereunder, (E) in the case of any Refinancing Term Loans secured on a pari passu basis with the Initial Term Loans, may provide for the ability to participate on a pro rata basis basis, or on a less than pro rata basis (but not on a greater than pro rata basis), except as expressly provided herein) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Refinancing Amendment,, and (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu in right of payment with the Obligations under the then existing Term Loans and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets of the Borrower or any Restricted Subsidiary not constituting Collateral) and shall rank pari passu or junior in right of security with the Revolving Credit Loans and the Term Loans, Obligations or (By) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrowerunsecured. (iiiii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.[Reserved]

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Revolving Credit Lenders providing such Incremental Revolving Credit Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each Commitments existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Term Revolving Credit Commitments and Incremental Revolving Loans shall be identical to the Revolving Credit Commitments and the Revolving Credit Loans, other than as set forth in Section 2.14(e)(ii); provided that notwithstanding anything to the contrary in this Section 2.14 or otherwise: (A) any such Incremental Revolving Credit Commitments or Incremental Revolving Loans shall (x) rank pari passu in right of payment and of security with and (y) have the same Guarantees as, the Revolving Credit Loans and the Term Loans, (B) (i) with respect any such Incremental Revolving Credit Commitments or Incremental Revolving Loans shall require no scheduled amortization or mandatory commitment reduction prior to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to for the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof)existing Revolving Credit Commitments, (C) the borrowing and repayment (iexcept for (1) with respect to payments of interest and fees at different rates on Incremental Term A LoansRevolving Credit Commitments (and related outstandings), shall have a Weighted Average Life to Maturity not shorter than (2) repayments required upon the remaining Weighted Average Life to Maturity of the Term A Loans on the maturity date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A3) shall rank pari passu repayment made in right connection with a permanent repayment and termination of payment and commitments (subject to clause (E) below)) of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Incremental Revolving Credit Facilities in effect Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved]Incremental Facility Closing Date, (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date maturity date when there exists Incremental Revolving Credit Commitments with a longer Maturity Datematurity date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date maturity date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater better than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date,, and (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments, any original Revolving Credit Commitments and any original Extended Revolving Credit Commitments) which have more than nine four (94) different Maturity Dates unless otherwise agreed to by the Administrative Agent,Dates. (H) shall have an Applicable Rate determined by For the applicable Borrower and the applicable avoidance of doubt, all Incremental Revolving Credit Lenders, and (I) may Commitments shall be borrowed by effectuated under the Parent Borrower or Loan Documents and the U.S. BorrowerAdministrative Agent shall be the sole administrative agent and collateral agent therefor. (iiiii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans Credit Commitments of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Revolving Credit Commitments, the All-In Yield applicable to such Incremental Term B Loans Revolving Credit Commitments shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date outstanding Revolving Credit Commitments, as applicable, plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Applicable Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date Revolving Credit Commitments is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans each outstanding Class of Revolving Credit Commitments to equal the All-In Yield then applicable to the Incremental Term B Loans Revolving Loans, as applicable, minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between among the applicable Borrower Borrower, the Administrative Agent and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) any Incremental Commitments with respect to a Revolving Commitment Increase shall be on terms and conditions identical to the Aggregate Revolving Commitments; (ii) any Incremental Term Loan Commitments with respect to any new Class of Incremental Term Loan shall be on terms and conditions reasonably satisfactory to Administrative Agent and may include customary amortization and mandatory prepayments (it being understood that to the extent any financial maintenance covenant is added for the benefit of any new Class of Incremental Term Loan (and the Incremental Term Loans: Loan Commitments with respect thereto), no consent for such financial maintenance covenant shall be required from the Administrative Agent or any of the Lenders to the extent that such financial maintenance covenant is also added for the benefit of the existing credit facilities hereunder); provided, that, any new Class of Incremental Term Loan shall (AA)(1) shall rank pari passu in right of payment and of security with the Revolving Credit Loans Facility and (2) have no obligors other than the Term Loans, Loan Parties, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the latest Maturity Date with respect to of the Term A Loans made on Revolving Credit Facility at the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to time of incurrence of such Incremental Term B LoansLoan, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loansother than customary amortization, shall have a Weighted Average Life to Maturity not shorter than the then-remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) Revolving Credit Facility and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(BB) and (e)(i)(CC) above of the proviso to this Section 2.16(e)(ii) set forth above, have an Applicable Rate, fees, customary amortization and clause (e)(iii) below, amortization customary mandatory prepayments determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to providing such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi)-(vii) below, as applicable, and (A) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (yB) be otherwise reasonably satisfactory to the Administrative Agent Refinancing Arranger (except for covenants or otherwise market prevailing terms at such time; provided that other provisions (i) conformed (or added) in the Loan Documents pursuant to the related Refinancing Amendment, (x) in the case of a any Class of Refinancing Term A Loan IncreaseLoans and Refinancing Term Commitments, a for the benefit of the Term B Loan Increase or a Revolving Commitment Increase Lenders and (y) in the case of any Class of Refinancing Revolving Loans and Refinancing Revolving Credit Commitments, for the terms, provisions and documentation benefit of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, Lenders or (ii) applicable only to periods after the Latest Maturity Date as existing on of the Incremental Refinancing Facility Closing Date) which may be added without the consent of any other party. In any event, (A) the Refinancing Term Loans: (i) as of the Incremental Term Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and Refinanced Debt, (ii) with respect to Incremental Term B Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Refinanced Debt, (Diii) shall have an Applicable Rate andinterest rate (which may be fixed or variable), margin (if any) and interest rate floor (if any), and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iiie)(ii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Refinancing Term Lenders, (Eiv) shall have fees determined by the Borrower and the applicable Refinancing Loan arranger(s), (A) may participate on a pro rata basis or basis, less than pro rata basis (but not on a or greater than pro rata basisbasis (except that, except as expressly provided herein) in any mandatory prepayments of unless otherwise permitted under this Agreement, such Refinancing Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class participate on a greater than a pro rata basis as compared to any other earlier maturing Class with of Term Loans) in any mandatory prepayments of Term Loans and (B) may participate on a later maturity date pro rata basis, less than such Classpro rata basis or greater than pro rata basis in any voluntary prepayment of Term Loans, (Fvi) shall provide that assignments not have a greater principal amount than the principal amount of the Refinanced Debt plus accrued but unpaid interest, fees, premiums (if any) and participations of Incremental Revolving Credit Commitments penalties thereon and Incremental Revolving Loans shall be governed by reasonable fees, expenses, OID and upfront fees associated with the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lendersrefinancing, and (Ivii) may be borrowed by shall have the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans same rank in right of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation payment with respect to the Term B Loans established on other Obligations as the Third Restatement Effective Date plus 50 basis points per annum unless applicable Refinanced Debt and shall be secured by the interest rate (together with, as provided Collateral and shall have the same rank in the proviso below, the Eurocurrency Rate or Base Rate floor) right of security with respect to the Term B Loans established on other Obligations as the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis pointsRefinanced Debt; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.and

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi)-(vii) below, as applicable, and (A) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (yB) be otherwise reasonably satisfactory to the Administrative Agent Refinancing Arranger (except for covenants or otherwise market prevailing terms at such time; provided that other provisions (i) conformed (or added) in the Loan Documents pursuant to the related Refinancing Amendment, (x) in the case of a any Class of Refinancing Term A Loan IncreaseLoans and Refinancing Term Commitments, a for the benefit of the Term B Loan Increase or a Revolving Commitment Increase Lenders and (y) in the case of any Class of Refinancing Revolving Loans and Refinancing Revolving Credit Commitments, for the terms, provisions and documentation benefit of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, Lenders or (ii) applicable only to periods after the Latest Maturity Date as existing on of the Incremental Refinancing Facility Closing Date) which may be added without the consent of any other party. In any event, (A) the Refinancing Term Loans: (i) as of the Incremental Term Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and Refinanced Debt, (ii) with respect to Incremental Term B Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Refinanced Debt, (Diii) shall have an Applicable Rate andinterest rate (which may be fixed or variable), margin (if any) and interest rate floor (if any), and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iiie)(ii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Refinancing Term Lenders, (Eiv) shall have fees determined by the Borrower and the applicable Refinancing Loan arranger(s), (v) (A) may participate on a pro rata basis or basis, less than pro rata basis (but not on a or greater than pro rata basisbasis (except that, except as expressly provided herein) in any mandatory prepayments of unless otherwise permitted under this Agreement, such Refinancing Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class participate on a greater than a pro rata basis as compared to any other earlier maturing Class with of Term Loans) in any mandatory prepayments of Term Loans and (B) may participate on a later maturity date pro rata basis, less than such Classpro rata basis or greater than pro rata basis in any voluntary prepayment of Term Loans, (Fvi) shall provide that assignments not have a greater principal amount than the principal amount of the Refinanced Debt plus accrued but unpaid interest, fees, premiums (if any) and participations of Incremental Revolving Credit Commitments penalties thereon and Incremental Revolving Loans shall be governed by reasonable fees, expenses, OID and upfront fees associated with the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lendersrefinancing, and (Ivii) may be borrowed by shall have the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans same rank in right of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation payment with respect to the Term B Loans established on other Obligations as the Third Restatement Effective Date plus 50 basis points per annum unless applicable Refinanced Debt and shall be secured by the interest rate (together with, as provided Collateral and shall have the same rank in the proviso below, the Eurocurrency Rate or Base Rate floor) right of security with respect to the Term B Loans established on other Obligations as the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis pointsRefinanced Debt; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.and

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Term Commitments, and except as otherwise set forth herein, to the extent not identical to the any class of Incremental Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be consistent with clauses (xi) reflect market terms through (iii) below, as applicable, and conditions otherwise shall be (taken as a whole) at no more favorable to the time Incremental Lenders than those applicable to the Facility, except to the extent such terms, (I) are conformed (or added) in the Loan Documents pursuant to the related Incremental Amendment for the benefit of incurrence of such Indebtedness (the Facility, as determined solely by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent and the Borrower or otherwise market prevailing terms at such time(II) are applicable only to periods after the Maturity Date as of the Incremental Amendment Date; provided that in the case of a an Incremental Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation (other than the Incremental Amendment evidencing such increase) of such Incremental Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID original issue discount or similar fees) to the applicable class of Incremental Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) (I) shall rank pari passu or junior in right of payment with the Obligations under Loans that are senior in right of payment and (II) if secured, shall be secured by the Collateral and shall rank junior in right of security with to the Revolving Credit Loans Obligations (and subject to a customary subordination agreement (if subject to payment subordination)) and shall be subject to the Term LoansABL Intercreditor Agreement, (B) (i) with respect to as of the Incremental Amendment Date, such Incremental Term A Loans, Loans shall not mature have a final scheduled maturity date earlier than the Latest Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B of all then outstanding Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate andRate, and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, ; provided the Applicable Rate and amortization for an Incremental Term Loan Increase shall be (Ex) may participate on a pro rata basis the Applicable Rate and amortization for the class being increased or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided hereiny) in any mandatory prepayments the case of Term Loans hereunderthe Applicable Rate, higher than the Applicable Rate for the class being increased as specified in long as the applicable Incremental Amendment, (F) made to Applicable Rate for the Swiss Subsidiary Borrower class being increased shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except be automatically increased as and to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect necessary to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued)eliminate such deficiency, (E) shall provide that the permanent repayment of Revolving Credit Loans with respect tohave currency, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class original issue discount or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate fees determined by the applicable Borrower and the applicable Incremental Revolving Credit LendersTerm Loan arranger(s) and/or lender(s), and (IF) may if secured, shall not be borrowed secured by Liens or any assets that do not otherwise secure the Term Facility, and if guaranteed, shall not be guaranteed by, or otherwise be obligations of, any Person that is not otherwise the Borrower or a Guarantor, (ii) if the Incremental Arranger is not the Administrative Agent, the actions authorized to be taken by the Parent Borrower Incremental Arranger herein shall be done in consultation with the Administrative Agent and, with respect to the preparation of any documentation necessary or appropriate to carry out the U.S. Borrower.provisions of this Section 2.16 (including amendments to this Agreement and the other Loan Documents), any comments to such documentation reasonably requested by the Administrative Agent shall be reflected therein; and (iii) The Borrower will use the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to net proceeds of the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined for working capital, general corporate purposes and any other purposes not prohibited by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanAgreement.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Credit Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Lead Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent (except for covenants or otherwise market prevailing terms at such time; provided that other provisions (a) conformed (or added) in the Loan Documents pursuant to the related Refinancing Amendment, (x) in the case of a any Class of Refinancing Term A Loan IncreaseLoans and Refinancing Term Commitments, a for the benefit of the Term B Loan Increase or a Revolving Commitment Increase Lenders and (y) in the case of any Class of Refinancing Revolving Credit Loans and Refinancing Revolving Credit Commitments, for the terms, provisions and documentation benefit of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, Lenders or (b) applicable only to periods after the Latest Maturity Date as existing on of the Incremental Facility Closing Amendment Date). In any event: (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt, (except by virtue of amortization C) shall have an Applicable Margin and LIBO Rate or prepayment of the Term A Loans prior Base Rate floor (if any), and subject to the time of such incurrenceclauses (e)(i)(A) and (iie)(i)(B) with respect to Incremental above, amortization determined by the Borrower and the applicable Refinancing Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Lenders, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Lead Borrower and the applicable Incremental Refinancing Term LendersLoan arranger(s), (E) may participate on (I) a pro rata basis, less than pro rata basis or greater than pro rata basis in any voluntary prepayments of Term Loans hereunder and (II) a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor prepayments pursuant to Section 2.05(b)(iii)(x) and Section 2.05(b)(v)(A)(y)) in any mandatory prepayments of Term Loans hereunder; provided that, as specified any such Refinancing Term Loans that are junior in the applicable Incremental Amendment, (F) made right of payment or security with respect to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except Term B Loans may only participate in any such mandatory prepayments on a junior basis to the extent provided in the immediately preceding clause (F), may not be borrowed by Term B Loans and any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank then-existing Term Loans that are pari passu in right of payment and security with the Term B Loans, (F) shall not have a greater principal amount than the principal amount of the Refinanced Debt plus accrued but unpaid interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (G) (I) shall rank either pari passu or junior in right of payment with respect to the other Obligations as the applicable Refinanced Debt, (II) no Person other than a Loan Party shall Guarantee or otherwise be obligor with respect to the applicable Refinanced Debt, (III) the obligations in respect thereof shall not be secured by any Lien on any asset other than the Collateral and (IV) shall have either a pari passu or junior rank in right of security with respect to the other Obligations as the applicable Refinanced Debt (and, to the extent subordinated in right of payment or security with respect to the other Obligations, subject to a Subordination Agreement, as applicable (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such Subordination Agreement, as agreed by the Lead Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement satisfactory to the Lead Borrower and the Administrative Agent); and (ii) the Refinancing Revolving Credit Loans Commitments and Refinancing Revolving Credit Loans: (A) (I) shall have the same or more junior rank in right of payment with respect to the other Obligations as the applicable Refinancing Revolving Credit Commitments (and, to the extent subordinated in right of payment with respect to the other Obligations, subject to a Subordination Agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such Subordination Agreement, as agreed by the Lead Borrower and Administrative Agent) or other subordination arrangement satisfactory to the Lead Borrower and the Term LoansAdministrative Agent), (II) no Person other than a Loan Party shall Guarantee or otherwise be obligor with respect to the applicable Refinanced Debt, (III) the obligations in respect thereof shall not be secured by any Lien on any asset other than the Collateral and (IV) shall have the same rank in right of security with respect to the other Obligations as the applicable Refinanced Debt, (B) (I) shall not mature have a final scheduled maturity date or commitment reduction date earlier than the Maturity Date or commitment reduction date, respectively, with respect to the Revolving Credit Facilities in effect on the Effective Date Refinanced Debt and (II) shall not have any scheduled amortization or mandatory Commitment reductions prior to giving effect to any extensions thereof)the maturity date of the Refinanced Debt, (C) [reserved]shall provide that the borrowing and repayment (except for (1) payments of interest and fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Credit Commitments and (3) repayments made in connection with a permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be made on a pro rata basis or less than a pro rata basis (but not more than a pro rata basis) with all other Revolving Credit Commitments then existing on the Refinancing Facility Closing Date, (D) shall may be elected to be included as additional Participating Revolving Credit Commitments under the Refinancing Amendment, subject to the provisions consent of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans Lender and Letters of Credit which mature or expire after a Maturity each L/C Issuer, and on the Refinancing Facility Closing Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Participating Revolving Credit Lenders with Commitments in accordance with their percentage of the U.S. Participating Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without after giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters such Refinancing Amendment, provided such election may be made conditional upon the termination of one or more other Participating Revolving Credit theretofore incurred or issued)Commitments, (E) shall may provide that the permanent repayment of Revolving Credit Loans in connection with respect to, and a permanent termination of, Incremental or reduction of Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis, less than pro rata basis or greater than pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such ClassCommitments, (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Refinancing Facility Closing Date, (G) shall provide that any Incremental have an Applicable Margin and LIBO Rate or Base Rate floor (if any) determined by the Borrower and the applicable Refinancing Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative AgentLenders, (H) shall have an Applicable Rate fees determined by the applicable Lead Borrower and the applicable Incremental Refinancing Revolving Credit LendersCommitment arranger(s), and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be have a greater principal amount of Commitments than the applicable All-In Yield payable pursuant to principal amount of the terms Commitments of this Agreement as amended through the date of such calculation Refinanced Debt plus accrued but unpaid interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loanrefinancing.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Term Lenders providing such Incremental Term Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each Term Loans existing on the Incremental Facility Closing Date, shall be consistent with clause (xi) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) below or (y) be otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such timeAgent; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A LoansLoans being increased, Term B Loans in each case, as existing on the Incremental Facility Closing Date. The terms, provisions and documentation of an Incremental Revolving Credit Commitment shall be identical (other than with respect to upfront fees or Class of similar fees) to the Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) (I) shall rank pari passu in right of payment with the Obligations, (II) shall be incurred by the Borrower and guaranteed by the Guarantors and (III) shall be secured by the Collateral and shall rank pari passu in right of security with the Revolving Credit Loans and the Term LoansObligations, (B) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on the Effective Date (prior or any Extended Term Loans as to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to which the Term B A Loans made on were the Third Restatement Effective Date (prior to giving effect to any extensions thereof)Existing Term Loan Tranche, (C) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate andRate, and subject to clauses (e)(i)(B) and (e)(i)(C) above above, final maturity and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders; provided the Applicable Rate, final maturity and amortization for a Term Loan Increase shall be the Applicable Rate, final maturity and amortization for the Class being increased, (E) shall have fees determined by the Borrower and the applicable Incremental Term Loan arranger(s), and (F) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving LoansCommitments: (A) (I) shall rank pari passu in right of payment with the Obligations, (II) shall be incurred by the Borrower and guaranteed by the Guarantors and (III) shall be secured by the Collateral and shall rank pari passu in right of security with the Revolving Credit Loans and the Term LoansObligations, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (DC) shall be subject to on the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Incremental Facility Closing Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Revolving Credit Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without after giving effect to changes thereto on an earlier Maturity Date such Incremental Revolving Credit Commitments, provided, that in connection with respect to such election the Swing Line Loans Lender or the L/C Issuer may, in their sole discretion and Letters with the consent of the Administrative Agent (not to be unreasonably withheld or delayed), agree in the applicable Incremental Amendment to increase the Swing Line Sublimit or the Letter of Credit theretofore incurred or issued)Sublimit so long as such increase does not exceed the amount of the additional Revolving Credit Commitments, (D) [reserved], (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to[reserved], and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class,and (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate fees determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. BorrowerCommitment arranger(s). (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Refinancing Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, Loans each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Term Refinancing Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt, (except by virtue of amortization C) shall have an Applicable Rate and Eurocurrency Rate or prepayment of the Term A Loans prior Base Rate floor (if any), and subject to the time of such incurrenceclauses (e)(i)(A) and (iie)(i)(B) with respect to Incremental Term B Loansabove, shall have a Weighted Average Life to Maturity not shorter than amortization determined by the remaining Weighted Average Life to Maturity of Borrower and the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)applicable Refinancing Lenders, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower and the applicable Incremental Term LendersRefinancing Loan arranger(s), (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor prepayments pursuant to Section 2.05(b)(iv) and Section 2.05(b)(vi)(A)(y) or any voluntary prepayments of any Class of Loans with an earlier Maturity Date than any other Classes of Loans)) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified or if junior in the applicable Incremental Amendmentright of security, shall be on a junior basis with respect thereto, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu or junior in right of payment with the Obligations under Loans that are senior in right of payment and (II) shall be secured by the Collateral and shall rank pari passu or junior in right of security with the Revolving Credit Obligations under the Initial Loans and other Loans that are required to be secured on a pari passu basis with the Term Loans, Initial Loans (Band, if applicable, subject to a Subordination Agreement and/or a Third Lien Intercreditor Agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) shall not mature earlier than the Maturity Date with respect or other lien subordination and intercreditor arrangement satisfactory to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) Borrower and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, ); and (Iii) may be borrowed by the Parent Borrower or the U.S. Borrower[Reserved]. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of (i) the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Term Lenders providing such Incremental Term Loans and Incremental Term Commitments, and as applicable(and, for the avoidance of doubt, without requiring the consent or acknowledgment of the Administrative Agent or any Lender); provided that, except as otherwise set forth herein, to the extent not identical to consistent with the Initial Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be reasonably satisfactory to Administrative Agent (xexcept for covenants and terms that apply solely to any period after the Latest Maturity Date that is in effect on the effective date of such Incremental Amendment) reflect market (it being understood that the terms or conditions set forth therein that are more restrictive than the terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower set forth in good faith) or (y) this Agreement shall be deemed to be reasonably satisfactory to the Administrative Agent if the Initial Term Loans receive the benefit of such terms or otherwise market prevailing terms at such time; provided that in conditions, as applicable) and (ii) the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Incremental Revolving Credit Commitments, Loans and Incremental Revolving Credit Commitments (other than upfront fees or similar economic terms) shall be substantially identical to the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date(subject to Section 2.14(i)). In any event: (i) the Incremental Term Loans: (A) shall rank pari passu in right not mature earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Initial Term Loans, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Initial Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (DC) shall have an Applicable Rate andRate, and subject to clauses (e)(i)(Be)(i)(A) and (e)(i)(Ce)(i)(B) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders,, and (ED) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower.; (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders providing such Incremental Term Loans and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental CommitmentsClass, and except as otherwise set forth herein, to shall be as agreed between the extent not identical to Borrower and the applicable Incremental Term A Loans, Lenders or lenders providing such Incremental Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans:Loans (except as otherwise specified below in this clause (i)): (A1) shall rank pari passu or junior (if secured) in right of payment and of security with the Revolving Credit Term Loans and (2)(x) shall not be secured by any Lien on any property or asset of the Term Loans,Borrower or any Guarantor that does not also secure the other Facilities and (y) shall not be guaranteed by any Person other than the Guarantors under the other Facilities; (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to of the Initial Term A Loans made on outstanding at the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to time of incurrence of such Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof),; (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Initial Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence),; (D) subject to Section 2.14(e)(i)(B) and Section 2.14(e)(i)(C) above, shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders or other Additional Lenders,; (E) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Initial Term Loans hereunder, as specified in the applicable Incremental Amendment,Amendment or definitive documentation; (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, [reserved]; and (G) the other terms of any Incremental Term Loans that are not consistent with the then existing Initial Term Loans (other than pursuant to clauses (A) through (F) above and other than call protection to be agreed between the Borrower and the applicable Incremental Lenders) shall be no less favorable (taken as a whole) to the Lenders under the then existing Initial Term Loans than those applicable to the then existing Initial Term Loans or otherwise reasonably acceptable to the Administrative Agent (except for (x) covenants or other provisions applicable only to periods after the Maturity Date of the Initial Term Loans or any Indebtedness incurred under this Section 2.14 existing at the time of incurrence of such Incremental Term Loans and (y) any financial maintenance covenant to the extent provided in such covenant is also added for the immediately preceding clause (Fbenefit of the Lenders under any applicable existing corresponding Facility), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Effective Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Term Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Incremental Term Loans made under Incremental Term B CommitmentsCommitments that are secured on a pari passu basis with the Initial Term Loans, the All-In Effective Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Effective Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Initial Term B Loans established on the Third Restatement Effective Date Loans, plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Initial Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Effective Yield under this Agreement on such the Initial Term B Loans to equal the All-In Effective Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any if such Incremental Term Loan includes a Eurocurrency Rate floor greater than 1.00% per annum or a Base Rate floor greater than 2.00% per annum, such differential between the Eurocurrency Rate or Base Rate floors shall be equated to the applicable Effective Yield for purposes of determining whether an increase to the interest rate margin under the Initial Term Loans shall be required, but only to the extent an increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental in the Initial Term B Loan shall be effected solely through Loans would cause an increase in (or implementation ofthe interest rate then in effect thereunder, as applicable) any and in such case, the Eurocurrency Rate or Base Rate floor (but not the interest rate margin) applicable to the Initial Term Loans shall be increased to the extent of such Term B Loandifferential between the Eurocurrency Rate or Base Rate floors.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental CommitmentsClass, and except as otherwise set forth herein, shall be as agreed between the Borrower and the applicable Incremental Term Lenders or lenders providing such Incremental Term Commitments, as applicable; provided that in no event will any Incremental Term Loans be permitted to be voluntarily or mandatorily prepaid prior to the extent not identical to repayment in full of the Initial Term A Loans, unless accompanied by at least a ratable payment of the Initial Term B Loans (provided that (x) any Refinancing Amendment, Extension Amendment or any Class of Revolving Credit Incremental Amendment may provide that the applicable Incremental Term Lenders or lenders providing such Incremental Term Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms receive a less than ratable payment and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) the foregoing shall not be reasonably satisfactory construed to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case prohibit a prepayment of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any given Class of Revolving Credit CommitmentsIncremental Term Loans (without an accompanying prepayment of Initial Term Loans) in connection a Permitted Repricing Amendment for, or the termsincurrence of Replacement Term Loans to refinance, provisions and documentation of such Incremental Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date). In any event: (i) the Incremental Term Loans:Loans (except as otherwise specified below in this clause (i) or in clause (iii) below): (A) (1) shall rank pari passu in right of payment and of security with the Revolving Credit other Term Loans and (2)(x) shall not be secured by any Lien on any property or asset that does not constitute Collateral securing the Term Loans,Facilities and (y) shall not be guaranteed by any Person other than the Guarantors under the Facilities; (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to of the Initial Term A Loans made on outstanding at the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to time of incurrence of such Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof),; (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Initial Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence),; (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) belowabove, shall have amortization determined by the applicable Borrower and the applicable Incremental Term Lenders or other Additional Lenders,; (E) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Initial Term Loans hereunder, as specified in the applicable Incremental Amendment,Amendment or definitive documentation; (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, [reserved]; and (G) the other terms of any Incremental Term Loans that are not consistent with the then existing Initial Term Loans (other than pursuant to clauses (A) through (F) above) shall be no less favorable (taken as a whole) to the Lenders under the then existing Initial Term Loans than those applicable to the then existing Initial Term Loans or otherwise reasonably acceptable to the Administrative Agent (except for (x) covenants or other provisions applicable only to periods after the Maturity Date of the Initial Term Loans or any Indebtedness incurred under this Section 2.14 existing at the time of incurrence of such Incremental Term Loans and (y) any financial maintenance covenant to the extent provided in such covenant is also added for the immediately preceding clause (Fbenefit of the Lenders under the applicable Facility), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Effective Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Term Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that that, with respect to any Incremental Term Loans made under Incremental Term B CommitmentsCommitments after the Closing Date, the All-In Effective Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Effective Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Initial Term B Loans established on the Third Restatement Effective Date Loans, plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Initial Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Effective Yield under this Agreement on such the Initial Term B Loans to equal the All-In Effective Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any if such Incremental Term Loan includes a Eurocurrency floor greater than 1.00% per annum or a Base Rate floor greater than 2.00% per annum, such differential between the Eurocurrency or Base Rate floors shall be equated to the applicable Effective Yield for purposes of determining whether an increase to the interest rate margin under the Initial Terms Loans shall be required, but only to the extent an increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental in the Initial Term B Loan shall be effected solely through Loans would cause an increase in (or implementation ofthe interest rate then in effect thereunder, as applicable) any and in such case, the Eurocurrency Rate or Base Rate floor (but not the interest rate margin) applicable to the Initial Term Loans shall be increased to the extent of such Term B Loandifferential between the Eurocurrency or Base Rate floors.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower Borrowers and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans (or constituting a part of) any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (i) and (ii) below, as applicable, and otherwise, at the option of the Borrowers, either (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness refinancing (as determined by the Parent Administrative Borrower in good faith) or (y) if not consistent with the terms of the corresponding Class under the Facilities, not be reasonably satisfactory materially more restrictive to the Borrowers (as determined by the Administrative Agent Borrower in good faith), when taken as a whole, than the terms of the applicable Class under the Facilities being refinanced or otherwise market prevailing terms replaced (except for covenants or other provisions applicable only to periods after the Latest Maturity Date of the Term Loans and Revolving Credit Commitments existing at the time of such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase refinancing). If necessary to consummate any such Refinancing Loans or a Revolving Commitment Increase of any Refinancing Commitments as fungible for U.S. federal income tax purposes with an existing Class of Term Loans or Revolving Credit Commitments, the terms, provisions interest rate margins and documentation rate floors on the applicable existing Class of such Term A Loan Increase, Term B Loan Increase Loans or Revolving Commitment Increase shall Credit Commitments may be identical (other than with respect to upfront fees, OID or similar fees) automatically increased and any call protection provision may be made more favorable to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateLenders. In any event: (i) the Incremental The Refinancing Term Loans: (A) shall rank pari passu in right as of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect of the Refinanced Debt; provided that Refinancing Term Loans consisting of a customary bridge facility so long as the long-term Indebtedness into which such customary bridge facility is to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature be converted satisfies this criteria may have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof),Refinanced Debt; (CB) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Refinanced Debt; provided that Refinancing Term A Loans on consisting of a customary bridge facility so long as the date of incurrence of long-term Indebtedness into which such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior customary bridge facility is to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall be converted satisfies this criteria may have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Refinanced Debt; (C) shall have an Applicable Rate and Eurocurrency Rate or Base Rate floor (if any), and subject to clauses (e)(i)(A) and (e)(i)(B) above, amortization determined by the Borrowers and the applicable Refinancing Term B Lenders; provided that if the Applicable Rate and Eurocurrency Rate or Base Rate floor (if any) for Refinancing Term Loans on that constitute an increase to an existing Class of Term Loans is higher than the date of incurrence of such Incremental Term B Loans Applicable Rate and Eurocurrency Rate or Base Rate floor (except by virtue of amortization or prepayment of if any) for the Term B Loans prior Class being increased, then the Applicable Rate for the Class being increased shall be automatically increased as and to the time of extent necessary to eliminate such incurrence),deficiency. (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower Borrowers and the applicable Incremental Term Lenders,arranger(s); (E) shall not be subject to any Guarantee by any Subsidiary other than a Loan Party; (F) may provide for the ability to participate on a pro rata basis or less than or greater than a pro rata basis in any voluntary prepayments with any other Class of outstanding Term Loans and may provide for the ability to participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor AHYDO Payments and prepayments pursuant to Section 2.05(b)(iv) and Section 2.05(b)(vi)(A)(y))) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and; (G) except shall not have a greater principal amount than the principal amount of the Refinanced Debt plus any accrued but unpaid interest on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the extent provided permanently terminated at the time of incurrence of such new Indebtedness plus the amount of any tender premium or penalty or premium required to be paid under the terms of the instrument or documents governing such Refinanced Debt and any defeasance costs and any fees and expenses (including OID, upfront fees or similar fees) incurred in connection with the immediately preceding clause (F)issuance of such Refinancing Term Loans plus other amounts permitted to be incurred under Sections 7.01 and 7.03, may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower.as applicable; (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (Ai) shall rank pari passu in right of payment and or junior in right of security payment with the Obligations under the then existing Term Loans and Revolving Credit Loans and (ii) will either be secured solely by the same Collateral securing the Obligations or shall be unsecured and (ii) to the extent (x) secured by any Applicable Lien, shall be subject to the ABL Intercreditor Agreement, the Second Lien Intercreditor Agreement and, if applicable, the First Lien Intercreditor Agreement and (y) secured by Liens on the Collateral (other than Applicable Liens), shall be subject to the Second Lien Intercreditor Agreement and the ABL Intercreditor Agreement or, in each case, to intercreditor arrangements reasonably satisfactory to the Administrative Agent, as applicable; (ii) the Refinancing Revolving Credit Commitments and Refinancing Revolving Loans: (A) (i) shall rank pari passu in right of payment with, or junior in right of payment to, the Obligations under the then existing Term Loans,Loans and Revolving Credit Loans and will either be secured solely by the same Collateral securing the Obligations or shall be unsecured and (ii) to the extent (x) secured by any Applicable Lien, shall be subject to the Second Lien Intercreditor Agreement and, if applicable, the First Lien Intercreditor Agreement and the ABL Intercreditor Agreement, and (y) secured by Liens on the Collateral (other than Applicable Liens), shall be subject to the Second Lien Intercreditor Agreement and, if applicable, the ABL Intercreditor Agreement or, in each case, to intercreditor arrangements reasonably satisfactory to the Administrative Agent, as applicable; (B) shall not mature have a final scheduled maturity date earlier than than, or mandatory scheduled commitment reductions prior to, the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof),Refinanced Debt;; (C) [reserved], shall provide that the borrowing and repayment (Dexcept for (1) shall be subject to the provisions payments of Sections 2.03(m) interest and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the applicable Maturity Date of the Refinancing Revolving Credit Commitments and any other Class of Revolving Credit Commitments, and (3) repayments made in connection with a longer Maturity Date, all Swing Line permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans and Letters of with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be participated made on a pro rata basis by with all Lenders with Commitments in accordance with their percentage of the U.S. other Revolving Credit Commitments existing on the Incremental Facility Closing Date Commitments; (D) may include provisions for letter of credit and except as provided swing line subfacilities and may be available in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued),any Available Currency; (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis or less than pro rata basis (but not greater than pro rata basis) with all other Revolving Credit Commitments existing on the Incremental Facility Closing DateCommitments, except that the applicable Borrower Borrowers shall be permitted to permanently repay and terminate commitments Commitments (I) in respect of any such Class of Revolving Credit Loans on a greater than a pro rata basis as compared to any other Class of Revolving Credit Loans with a later maturity date Maturity Date than such Class,Class or (II) in connection with any refinancing thereof permitted by this Agreement; (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Refinancing Facility Closing Date,; (G) shall provide have an Applicable Rate and Eurocurrency Rate or Base Rate floor (if any) determined by the Borrowers and the applicable Refinancing Revolving Credit Lenders; provided that if the Applicable Rate and Eurocurrency Rate or Base Rate floor (if any) with respect to any Incremental Refinancing Revolving Credit Commitments may that constitute a separate an increase to an existing Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior is higher than the Applicable Rate and Eurocurrency Rate or Base Rate floor (if any) for the Class being increased, then the Applicable Rate for the Class being increased shall be automatically increased as and to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed extent necessary to by the Administrative Agent,eliminate such deficiency; (H) shall have an Applicable Rate fees determined by the applicable Borrower Borrowers and the applicable Incremental Refinancing Revolving Credit Lenders, andCommitment arranger(s); (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be subject to any Guarantee by any Subsidiary other than a Loan Party; and (J) shall not have a greater principal amount of Commitments than the applicable All-In Yield payable pursuant principal amount of the utilized Commitments of the Refinanced Debt plus any accrued but unpaid interest on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the extent permanently terminated at the time of incurrence of such new Indebtedness plus the amount of any tender premium or penalty or premium required to be paid under the terms of this Agreement as amended through the date instrument or documents governing such Refinanced Debt and any defeasance costs and any fees and expenses (including OID, upfront fees or similar fees) incurred in connection with the issuance of such calculation with respect Refinancing Revolving Credit Commitments or Refinancing Revolving Loans plus other amounts permitted to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield be incurred under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation ofSections 7.01 and 7.03, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans (or constituting a part of) any Class of Revolving Credit Commitmentsterm loans or revolving credit commitments, as applicable, each existing on the Incremental applicable Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms or (ii) below, as applicable, and conditions otherwise shall be (taken as a whole) at the time of incurrence of such Indebtedness no more favorable (as reasonably determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar feesBorrower) to the Refinancing Lenders than those applicable Term A Loans, Term B Loans to such Class (taken as a whole) being refinanced (except for (1) covenants or Class other provisions applicable only to periods after the Latest Maturity Date (as of Revolving Credit Commitments being increased, in each case, as existing on the Incremental applicable Refinancing Facility Closing Date) and (2) pricing, fees, rate floors, optional prepayment or redemption terms), unless the Lenders under the existing Facilities are given the benefit of such terms and provisions. In any event: (i) the Incremental The Refinancing Term Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans Refinanced Debt on the date of incurrence of such Incremental Term A Loans Refinancing Loans, (except C) shall not be Guaranteed by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) any Person other than a Loan Party and (ii) with respect to Incremental Term B Loans, shall have not be borrowed by any Person other than a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Loan Party, (D) shall not have an Applicable Rate anda greater principal amount than the principal amount of the Refinanced Debt plus any accrued but unpaid interest and fees on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the extent permanently terminated at the time of incurrence of such new Refinancing Term Loans plus the amount of any tender premium or penalty or premium required to be paid under the terms of the instrument or documents governing such Refinanced Debt and any defeasance costs and any reasonable fees and expenses (including OID, subject to clauses (e)(i)(Bupfront fees or similar fees) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by incurred in connection with the applicable Borrower and the applicable Incremental issuance of such Refinancing Term LendersLoans, (E) (I) shall rank pari passu in right of payment with the Obligations under the then existing Term A Loans and Revolving Credit Loans and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets not constituting Collateral) and shall rank pari passu or junior in right of security with the Obligations or (y) unsecured; provided that if such Indebtedness is secured, it shall be subject to an intercreditor agreement on terms reasonably satisfactory to the Administrative Agent, and (F) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of then existing Term A Loans hereunderunder Section 2.05, as specified in the applicable Incremental Refinancing Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, ; and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans: (A) (I) shall rank pari passu in right of payment with the Obligations and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets not constituting Collateral) and shall rank pari passu or junior in right of security with the Revolving Credit Loans and Obligations or (y) unsecured; provided that if such Indebtedness is secured, it shall be subject to an intercreditor agreement on terms reasonably satisfactory to the Term LoansAdministrative Agent, (B) shall not mature have a final scheduled maturity date earlier than than, or mandatory scheduled commitment reductions prior to, the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof)Refinanced Debt, (C) [reserved]shall provide that the borrowing and repayment (except for (1) payments of interest and fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Credit Commitments and (3) repayments made in connection with a permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be made on a pro rata basis with all other then existing Revolving Credit Commitments, (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Refinancing Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Refinancing Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis basis, or on a less than (but not greater than pro rata basis) pro rata basis, with all other Revolving Credit Commitments existing on the Incremental Facility Closing Daterevolving credit commitments under this Agreement, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments Commitments in respect of any such Class of Refinancing Revolving Loans on a greater than a pro rata basis as compared to any other Class of revolving credit loans under this Agreement with a later maturity date Maturity Date than such ClassClass or in connection with any refinancing thereof permitted by this Agreement, (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Refinancing Facility Closing Date, (G) shall provide that not be Guaranteed by any Incremental Revolving Credit Commitments may constitute Person other than a separate Class or ClassesLoan Party and shall not be borrowed by any Person other than a Loan Party, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent,and (H) shall not have an Applicable Rate determined by a greater principal amount of Commitments than the applicable Borrower principal amount of the utilized Commitments of the Refinanced Debt plus any accrued but unpaid interest and fees on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the applicable Incremental extent permanently terminated at the time of incurrence of such Refinancing Revolving Credit Lenders, and (I) may Commitments plus the amount of any tender premium or penalty or premium required to be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made paid under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date instrument or documents governing such Refinanced Debt and any defeasance costs and any reasonable fees and expenses (including OID, upfront fees or similar fees) incurred in connection with the issuance of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate Refinancing Revolving Credit Commitments or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanRefinancing Revolving Loans.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental CommitmentsClass, and except as otherwise set forth herein, shall be as agreed between the Borrower and the applicable Incremental Lenders or lenders providing such Incremental Commitments. In any event: (i) The Incremental Term Loans (except as otherwise specified in this clause (i)): (A) shall be guaranteed by the Guarantors and shall rank pari passu or junior in right of payment and of security with the Term Loans; (B) shall not at any time be guaranteed by any Subsidiaries other than the Subsidiaries that are Guarantors nor be secured by a Lien on any property or asset that does not secure the Facilities; (C) shall not mature earlier than the Latest Maturity Date of any Term Loans outstanding at the time of incurrence of such Incremental Term Loans; (D) shall have a Weighted Average Life to Maturity not shorter than the extent remaining Weighted Average Life to Maturity of then-existing Term Loans; (E) shall have an Applicable Rate, and subject to clauses (e)(i)(C) and (e)(i)(D) above and clause (e)(iii) below, amortization determined by the Borrower and the applicable Incremental Term Lenders or lenders providing such Incremental Commitments; (F) shall participate on a pro rata basis in any voluntary or mandatory prepayments of Term Loans hereunder; provided that, unless otherwise agreed between the Incremental Lenders and the Borrower, the payment of the fee referred to in Section 2.09(d) shall not apply to any voluntary or mandatory prepayments of Incremental Term Loans; and (G) the other terms of any Incremental Term Loans that are not substantially identical to the then existing Term A LoansLoans (other than pursuant to clauses (A) through (F) above) shall either, Term B Loans or any Class (i) at the option of Revolving Credit Commitmentsthe Borrower, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness the Incremental Term Loans (as determined in reasonable good faith by the Parent Borrower in good faithBorrower); provided, that if any financial maintenance covenant is applicable to the Incremental Term Loans, such provisions shall also be applicable to then existing Term Loans (except to the extent that such financial maintenance covenant applies only to periods after the latest final scheduled maturity of the then existing Term Loans) or (y) not be materially more restrictive to the Borrower when taken as a whole (as determined in reasonable good faith by the Borrower), than the terms of the Initial Term Loans (except in respect of covenants or other provisions applicable only to periods after the latest final scheduled maturity date of the then existing Term Loans or (ii) if neither clause (x) or (y) in preceding clause (i) can be satisfied, as shall be reasonably satisfactory acceptable to the Administrative Agent (except for covenants or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, other provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect applicable only to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than periods after the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Initial Term A Loans on existing at the date time of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower.: (iii) subject to Section 2.14(e)(i)(C), the amortization schedule applicable to any Incremental Term Loans and the All-In In-Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class Class, shall be determined by the applicable Borrower and the applicable new Incremental Lenders and shall be set forth in each applicable Incremental AmendmentAmendment and in the definitive documentation governing such Indebtedness; provided, however, that to the extent any Incremental Loans are secured on a pari passu basis in right of security with respect to any Loans made under Incremental the Term B CommitmentsLoans, the weighted All-In Yield applicable to such any Incremental Term B Loans shall not be greater than the applicable weighted All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation calculated with respect to the all Term B Loans established on the Third Restatement Effective Date as one Class of Term Loans, plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the relevant Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable weighted All-In Yield under this Agreement on such calculated with respect to all outstanding Term B Loans as one Class of Term Loans to equal the weighted All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in if such Incremental Term Loan includes a Eurocurrency floor greater than 1.00% per annum, such differential between the Eurocurrency or Base Rate floors shall be equated to the applicable All-In Yield to such Term B Loan due for purposes of determining whether an increase to the application of a interest rate margin under the Terms Loans shall be required, but only to the extent an increase in the Eurocurrency Rate or Base Rate floor on any Incremental in the Term B Loan shall be effected solely through Loans would cause an increase in (or implementation ofthe interest rate then in effect thereunder, as applicable) any and in such case, the Eurocurrency Rate or Base Rate floor (but not the interest rate margin) applicable to the Term Loans shall be increased to the extent of such Term B Loandifferential between the Eurocurrency or Base Rate floors.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Term Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any eventthat: (i) the terms of any Term Loan Increase and the Incremental Term Commitments and Incremental Term Loans in respect thereof shall be identical to the applicable Class of Term Loans and constitute part of the same Class of Term Loans; (ii) in respect of all other Incremental Term Loans: (A) such Incremental Term Loans shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Initial Term Loans, (B) (i) with respect to such Incremental Term A Loans, Loans shall not mature earlier than the Latest Maturity Date with respect to of any Term Loans outstanding at the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to time of incurrence of such Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to such Incremental Term A Loans, Loans shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of any Term Loans outstanding at the Term A Loans on the date time of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of without giving effect to prior prepayments that would otherwise modify the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrenceLoans), (D) such Incremental Term Loans shall have an Applicable Rate andRate, and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iiie)(i)(I) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made the Incremental Term Loans shall otherwise have terms and conditions, covenants or other provisions (other than, subject to the Swiss Subsidiary other provisions of this Section 2.14, pricing, rate floors, discounts, fees, premiums and optional prepayment or redemption provisions) that in the good faith determination of the Borrower shall are not exceed an aggregate Dollar Equivalent of $400,000,000, and materially less favorable (Gwhen taken as a whole) except to the extent Borrower than the terms and conditions of the Loan Documents (when taken as a whole); provided that a certificate of the Borrower as to the satisfaction of the conditions described in this subclause (F) delivered at least five (5) Business Days prior to the immediately preceding clause incurrence of such Indebtedness, together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of documentation relating thereto, stating that the Borrower has determined in good faith that such terms and conditions satisfy the foregoing requirements of this subclause (F), may not shall be borrowed by any Loan Party or any Restricted Subsidiary thereof other than conclusive unless the Parent Administrative Agent (acting at the direction of the Required Lenders) notifies the Borrower and/or within such five (5) Business Day period that it disagrees with such determination (including a description of the U.S. Borrower. basis upon which it disagrees)) unless (iix) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right Lenders of payment and of security with the Revolving Credit Loans and the Term Loans, Loans receive the benefit of such more restrictive terms or (By) shall not mature earlier than any such provisions apply after the Latest Maturity Date with respect at the time of incurrence of such Indebtedness or shall otherwise be reasonably satisfactory to the Revolving Credit Facilities in effect on Administrative Agent (acting at the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage direction of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(gRequired Lenders), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) (I) there shall provide that be no borrower in respect of any Incremental Revolving Credit Commitments may constitute a separate Class Term Loans other than the Borrower and (II) there shall be no other obligor or Classes, as the case may be, guarantor in respect of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under Term Loans other than a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent,Guarantor; (H) no Incremental Term Loans shall have an Applicable Rate determined be secured by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, any assets that do not constitute Collateral; and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, provided that with respect to any Loans made under Incremental Term B CommitmentsLoan Commitments that are secured by the Collateral on a pari passu basis with the Initial Term Loans with a maturity date that is less than 12 months after the Initial Term Loan Maturity Date, (I) if the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the such Initial Term B Loans established on the Third Restatement Effective Date plus by more than 50 basis points per annum unless (the amount of such excess, the “Yield Differential”), then the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate Term SOFR or Base Rate floor) with respect to the Initial Term B Loans established on shall be increased by the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Differential; provided that, if any Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such include a Term B Loan due to the application of a Eurocurrency Rate SOFR or Base Rate floor on any Incremental that is greater than the Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate SOFR or Base Rate floor applicable to the Initial Term Loans, such differential between interest rate floors shall be included in the calculation of All-In Yield for purposes of this clause (iii) but only to the extent an increase in the Term B LoanSOFR or Base Rate Floor applicable to the Initial Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the Term SOFR and Base Rate floors (but not the Applicable Rate, unless the Borrower otherwise elects in its sole discretion) applicable to the Initial Term Loans shall be increased to the extent of such differential between interest rate floors and (II) the prepayment premiums, end of term fees and similar call protection applicable to any Incremental Term Loans, if any, shall not be greater than those applicable to the Initial Term Loans, unless the Initial Term Loans shall also benefit from such prepayment premiums, end of term fees and/or similar call protection (this proviso, the “MFN Protection”); and (iii) the proceeds of any Incremental Term Loans (including any Term Loan Increase) shall be used solely for Specified Existing Term Loan Exchanges and exchanges of Existing Secured Notes or Existing Unsecured Notes or, in the case of any new money Incremental Term Commitments, to prepay, refinance, repurchase, redeem, satisfy or discharge Existing Term Loans, Existing Secured Notes or Existing Unsecured Notes pursuant to clauses (iv), (x), (xi) or (xii) of Section 7.13(a).

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of including, without limitation, any Class financial covenants and baskets, shall be as agreed between no more favorable to the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, Commitments than the terms hereunder and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateMajority Lenders. In any event: (i) the with respect to any Incremental Term LoansLoans and Incremental Term Commitments: (A) no such Incremental Term Loan shall mature earlier than the later of (1) the Latest Maturity Date of any Term Loans outstanding at the time of incurrence of such Incremental Term Loans and (2) the LC Maturity Date; provided that at no time shall there be Term Loans hereunder (including Incremental Term Loans) which have more than five different Maturity Dates; (B) the Weighted Average Life to Maturity of any such Incremental Term Loan shall be no shorter than the Weighted Average Life to Maturity of the Initial Term Loans; (C) no Incremental Term Loans shall amortize at an annual rate higher than 1.00% of the original principal amount of such Incremental Term Loans on the Incremental Facility Closing Date; (D) the pricing, interest rate margins, discounts, premiums, rate floors, and fees applicable to any Incremental Term Loans shall be determined by the Borrower and the applicable Incremental Lenders and shall be set forth in each applicable Incremental Amendment; and (E) such Incremental Term Loans (A) may be secured by the Collateral on a junior basis (but not a pari passu or senior basis) with the First Lien Obligations and all other applicable Obligations under this Agreement and the other Loan Documents in the manner set forth in the Second Lien Intercreditor Agreement and/or the Third Lien Subordination and Intercreditor Agreement, as applicable, and (B) to the extent secured, shall be subject to the Second Lien Intercreditor Agreement and/or the Third Lien Subordination and Intercreditor Agreement, as applicable; (ii) with respect to any Incremental Revolving Loans and Incremental Revolving Commitments: (A) no such Incremental Revolving Commitments or Incremental Revolving Loans shall mature earlier than the later of (1) the Latest Maturity Date of the Initial Term Loans then outstanding and (2) the LC Maturity Date, in each case, at the time of incurrence of such Incremental Revolving Commitments; (B) there shall be no required repayments or mandatory commitment reduction with respect thereto (except for (1) payments of interest and fees on Incremental Revolving Commitments (and related outstandings), (2) repayments required upon the maturity date of the Incremental Revolving Commitments and (3) mandatory prepayments with respect to the Incremental Revolving Loans made in accordance with Section 2.06(b)) prior to the later of (1) the Latest Maturity Date of the Initial Term Loans then outstanding and (2) the LC Maturity Date, in each case, at the time of incurrence of such Incremental Revolving Commitments; (C) the aggregate principal amount of all Incremental Revolving Commitments established pursuant to this Section 2.14 will not exceed $25,000,000; (D) no Pari Passu Incremental Equivalent Debt shall be outstanding at the time of incurrence of such Incremental Revolving Commitments; (E) any such Incremental Revolving Commitments or Incremental Revolving Loans shall rank pari passu in right of payment and of security with the Revolving Credit Initial Term Loans and the Term Loans, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the all other applicable Borrower Obligations under this Agreement and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified other Loan Documents in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided manner set forth in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments First Lien Pari Passu Intercreditor Agreement and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) First Lien Pari Passu Intercreditor Agreement, the Second Lien Intercreditor Agreement and 2.04(g) to the extent dealing with Swing Line Loans Third Lien Subordination and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity DateIntercreditor Agreement, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class,applicable; and (F) shall provide that assignments the pricing, interest rate margins, discounts, premiums, rate floors, and participations of Incremental Revolving Credit Commitments and fees applicable to any Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, provided that with respect to (1) in the event that the Effective Yield for any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Revolving Commitment or Incremental Term B Loans shall not be Revolving Loan is greater than the applicable All-In Effective Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Initial Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless Loans, then the interest rate (together withmargin with respect to the Initial Term Loans and any outstanding Letter of Credit Obligations and/or the Letter of Credit Fee, as provided in the proviso belowapplicable, the Eurocurrency Rate or Base Rate floorshall be increased (x) with respect to the Initial Term B Loans, to the extent necessary so that the Effective Yield for the Initial Term Loans established on is equal to 50 basis points greater than the Third Restatement Effective Date Yield for such Incremental Revolving Commitments or Incremental Revolving Loans and (y) with respect to any outstanding Letter of Credit Obligations and the Letter of Credit Fee, to the extent necessary so that, after giving effect to any increase required by the immediately preceding clause (x), the differential between the Effective Yield for the Letter of Credit Obligations including the Letter of Credit Fee and the Effective Yield for the Initial Term Loans remains the same as such differential immediately before giving effect to any increase required by the immediately preceding clause (x), (2) in the event that the Effective Yield for any Incremental Revolving Commitment or Incremental Revolving Loan is less than the Effective Yield with respect to the Initial Term Loans, then the interest rate margin with respect to the Initial Term Loans and any outstanding Letter of Credit Obligations and/or the Letter of Credit Fee, as applicable, shall be increased (x) with respect to the Initial Term Loans, by up to 50 basis points to the extent (and then only to the extent) necessary so that the Effective Yield for the Initial Term Loans is not less than 50 basis points greater than the Effective Yield for such Incremental Revolving Commitments or Incremental Revolving Loans and (y) with respect to any outstanding Letter of Credit Obligations and the Letter of Credit Fee, to the extent (and then only to the extent) necessary so that, after giving effect to any increase required by the immediately preceding clause (x), the differential between the Effective Yield for the Letter of Credit Obligations including the Letter of Credit Fee and the Effective Yield for the Initial Term Loans remains the same as such differential immediately before giving effect to cause any increase required by the then immediately preceding clause (x) (it being understood and agreed that if the Effective Yield for the Incremental Revolving Commitments or Incremental Revolving Loans is lower than the Effective Yield for the Initial Term Loans by 50 basis points or more, no adjustment to the interest rate margin with respect to the Initial Term Loans or the Letter of Credit Obligations or Letter of Credit Fee, as applicable, shall be made) and (C) if the applicable All-In Yield under this Agreement on such Term B Incremental Revolving Commitments or Incremental Revolving Loans to equal the All-In Yield then includes an interest rate floor greater than that applicable to the Incremental Initial Term B Loans minus 50 basis points; provided that any and such floor is applicable on the date of determination, such excess amount shall be equated to yield for purposes of determining whether an increase in All-In Yield to such Term B Loan due to the application interest rate margin with respect to the Initial Term Loans, the Letter of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation ofCredit Obligations and/or the Letter of Credit Fees, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan, shall be required.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not substantially identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Refinancing Closing Date, shall be consistent with clauses (xi) reflect market terms or (ii) below, as applicable, and conditions otherwise shall be (taken as a whole) at the time of incurrence of such Indebtedness not materially more favorable (as reasonably determined by the Parent Borrower in good faithand conclusively evidenced by a certificate of the Borrower) or (y) be reasonably satisfactory to the Administrative Agent Refinancing Lenders than those applicable to such Class (taken as a whole) being refinanced (except for (1) covenants or otherwise market prevailing other provisions applicable only to periods after the Maturity Date (as of the applicable Refinancing Closing Date) of such Class being refinanced, (2) pricing, fees, rate floors, optional prepayment, redemption terms at such timeand (3) subject to the immediately succeeding proviso, a Previously Absent Financial Maintenance Covenant); provided that in that, notwithstanding anything to the case of a Term A Loan Increasecontrary herein, a Term B Loan Increase or a Revolving Commitment Increase of if any Class of Revolving Credit Commitments, the such terms, provisions and documentation of the Refinancing Term Loans and Refinancing Term Commitments or the Refinancing Revolving Loans and Refinancing Revolving Commitments, as the case may be, contains a Previously Absent Financial Maintenance Covenant, such Term A Previously Absent Financial Maintenance Covenant shall be included for the benefit of each other Loan Increaseor Commitment of such Class (provided, Term B Loan Increase or however, that if (I) the applicable Refinanced Debt includes a revolving tranche and a Refinancing Revolving Commitment Increase shall is to be identical provided (whether or not the documentation therefor includes any other than with respect to upfront fees, OID or similar feesfacilities) to and (II) the applicable Term A Loans, Term B Loans or Class Previously Absent Financial Maintenance Covenant is a financial maintenance covenant solely for the benefit of Revolving Credit Commitments being increasedLoans thereunder, the Previously Absent Financial Maintenance Covenant shall not be required to be included in each case, as existing on this Agreement for the Incremental Facility Closing Datebenefit of any Term Loans hereunder). In any event: (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans Refinanced Debt on the date of incurrence of such Incremental Term A Refinancing Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans Refinanced Debt prior to the time of such incurrence), (DC) shall have an Applicable Rate Margin and, subject to clauses (e)(i)(Be)(i)(A) and (e)(i)(Ce)(i)(B) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Refinancing Term Lenders, (D) shall not be subject to any guarantee by any Person other than a Credit Party and shall not include any borrower other than the Borrower hereunder, (E) in the case of any Refinancing Term Loans secured on a pari passu basis with the Initial Term Loans, may provide for the ability to participate on a pro rata basis basis, or on a less than pro rata basis (but not on a greater than pro rata basis), except as expressly provided herein) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Refinancing Amendment,, and (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu in right of payment with the Obligations under the then existing Term Loans and Revolving Loans and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets of the Borrower or any Restricted Subsidiary not constituting Collateral) and shall rank pari passu or junior in right of security with the Obligations or (y) unsecured; and (ii) the Refinancing Revolving Credit Loans Commitments and Refinancing Revolving Loans: (A) (I) shall rank pari passu in right of payment with the Term LoansObligations and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets of the Borrower or any Restricted Subsidiary not constituting Collateral) and shall rank pari passu or junior in right of security with the Obligations or (y) unsecured, (B) shall not mature have a final scheduled maturity date earlier than than, or mandatory scheduled commitment reductions prior to, the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof)Refinanced Debt, (C) [reserved]shall provide that the borrowing and repayment (except for (1) payments of interest and fees at different rates on Refinancing Revolving Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Commitments and (3) repayments made in connection with a permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans with respect to Refinancing Revolving Commitments after the associated Refinancing Closing Date shall be made on a pro rata basis with all other Revolving Commitments, (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(gSection 2.3(c) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Refinancing Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Refinancing Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g2.3(c), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) in the case of any Refinancing Revolving Commitments secured on a pari passu basis with the Revolving Commitments, shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Facility Refinancing Closing Date shall be made on a pro rata basis, or on a less than (but not greater than, except that Refinancing Revolving Commitments may participate on a greater than pro rata basis in any permanent prepayments and termination with other Revolving Commitments, other than the Revolving Commitments in effect on the Closing Date) pro rata basis, with all other Revolving Credit Commitments existing on the Incremental Facility Closing DateCommitments, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments Commitments in respect of any such Class of Revolving Loans on a greater than a pro rata basis as compared to any other Class of Revolving Loans with a later maturity date Maturity Date than such ClassClass or in connection with any refinancing thereof permitted by this Agreement, (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Refinancing Closing Date, (G) shall provide that any Incremental Refinancing Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Refinancing Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Refinancing Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine two (92) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate Margin determined by the applicable Borrower and the applicable Incremental Refinancing Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater subject to any guarantee by any Person other than a Credit Party and shall not include any borrower other than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanBorrower hereunder.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class and any Loan Increase shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, Commitments and except as otherwise set forth herein, to the extent not identical to consistent with the Closing Date Term A Loans, Term B Loans or any Class of Closing Date Revolving Credit CommitmentsFacility, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) either, at the time option of incurrence of such Indebtedness the Borrower, (as determined by the Parent Borrower in good faith) or (yA) be reasonably satisfactory to the Required Lenders, (B) be not materially more restrictive to the Borrower (as determined by the Borrower in good faith), when taken as a whole, than the terms of the Closing Date Term Loans or Closing Date Revolving Facility, as applicable, except, in each case under this clause (B), with respect to (x) covenants (including any Previously Absent Financial Maintenance Covenant) and other terms applicable to any period after the Latest Maturity Date of the Closing Date Term Loans or Closing Date Revolving Facility, as applicable, in effect immediately prior to the incurrence of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Commitments, as the case may be or (y) a Previously Absent Financial Maintenance Covenant (so long as, (i) to the extent that any such terms of any Incremental Revolving Loans and Incremental Revolving Commitments contain a Previously Absent Financial Maintenance Covenant that is in effect prior to the applicable Latest Maturity Date of the Closing Date Revolving Facility, such Previously Absent Financial Maintenance Covenant shall be included for the benefit of the Closing Date Revolving Facility, and (ii) to the extent that any such terms of any Incremental Term Loans contain a Previously Absent Financial Maintenance Covenant that is in effect prior to the applicable Latest Maturity Date of the Closing Date Term Loan Facility and the Delayed Draw Term Loan Facility, such Previously Absent Financial Maintenance Covenant shall be included for the benefit of the Closing Date Term Loans and Delayed Draw Term Loans or (C) contain such terms, provisions and documentation as are reasonably satisfactory to the Administrative Agent and the Specified Representative (or in the case of the Revolving Facility, solely to the extent that such terms, provisions and documentation with respect to the Revolving Facility would require consent of any Class of Lenders other than the Revolving Lenders under Section 10.01) (provided that, at the Borrower’s election, to the extent any term or provision is added for the benefit of (i) the Lenders of Incremental Term Loans or Lenders under Incremental Revolving Commitments, no consent shall be required from the Administrative Agent or otherwise market prevailing terms at any Lender to the extent that such timeterm or provision is also added, or the features of such term or provision are provided, for the benefit of the Lenders of the Closing Date Term Loans and the Delayed Draw Term Loan Facility or (ii) the Lenders under Incremental Revolving Commitments, no consent shall be required from the Administrative Agent and the Specified Representative unless the addition of such term or provision (or the provision of the features thereof) to the Revolving Facility would require the consent of any Class of Lenders other than the Revolving Lenders under Section 10.01, in which case the consent of the Administrative Agent and the Specified Representative shall be required or any Lender to the extent that such term or provision is also added, or the features of such term or provision are provided, for the benefit of the Lenders of the Closing Date Revolving Facility); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or a Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees, it being understood that, if required to consummate such Loan Increase transaction, the interest rate margins and rate floors may be increased, any call protection provision may be made more favorable to the applicable existing Lenders and additional upfront or similar fees may be payable to the lenders providing the Loan Increase) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateDate (provided that, if such Incremental Term Loans are intended to be “fungible” with the Closing Date Term Loans, notwithstanding any other conditions specified in this Section 2.14(5), the amortization schedule for such “fungible” Incremental Term Loan may provide for amortization in such other percentage(s) to be agreed by Borrower and the Administrative Agent to provide that such Incremental Term Loans will be (or will be deemed to be) “fungible” with the Closing Date Term Loans). In any event: (ia) the Incremental Term Loans: (Ai) (I) shall rank pari passu equal or junior in priority in right of payment with the First Lien Obligations under this Agreement and (II) shall either (A) rank equal (but without regard to the control of remedies) or junior in priority of right of security with the Revolving Credit Loans First Lien Obligations under this Agreement and shall be subject to the Term Loansapplicable Intercreditor Agreement or other intercreditor arrangements reasonably satisfactory to the Administrative Agent or (B) be unsecured, in each case as applicable pursuant to Section 2.14(4)(c) above, (Bii) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Original Term Loan Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof)Date, (Ciii) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Closing Date Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (Div) shall have an Applicable Rate and, subject to clauses clause (e)(i)(B) and (e)(i)(C5)(a)(iii) above and clause (e)(iii5)(b) below, respectively, shall have amortization and an Applicable Rate determined by the applicable Borrower and the applicable Incremental Term Lenders; provided, that if such Incremental Term Loans are intended to be “fungible” with the Closing Date Term Loans notwithstanding any other conditions specified in this Section 2.14(5)(a), the amortization schedule for such “fungible” Incremental Term Loan may provide for amortization in such other percentage(s) to be agreed by the Borrower and the Administrative Agent to provide that the Incremental Term Loans will be (or will be deemed to be) “fungible” with the Closing Date Term Loans; provided further that any Incremental Term Loans that are junior in priority of right of security to the Obligations or unsecured shall not have amortization prior to the Latest Maturity Date of the Closing Date Term Loans, (Ev) (A) to the extent secured by Liens on the Collateral on a pari passu basis with the First Lien Obligations (but without regard to the control of remedies), may participate on a pro rata basis or less than a pro rata basis (but not greater than a pro rata basis) in any mandatory prepayments of Term Loans hereunder, except that, unless otherwise restricted under this Agreement, such Incremental Term Loans may participate on greater than a pro rata basis as compared to any later maturing Class of Term Loans constituting First Lien Obligations in any mandatory prepayments under Section 2.05(2)(a), (b) and (c)(i) as specified in the applicable Incremental Amendment and (B) may participate on a greater than pro rata basis, except as expressly provided herein) less than a pro rata basis or greater than a pro rata basis in any mandatory voluntary prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (Fvi) made shall be denominated in Dollars, subject to the Swiss Subsidiary consent of the Administrative Agent and the Specified Representative (not to be unreasonably withheld, delayed or conditioned), another currency as determined by the Borrower and the applicable Incremental Term Lenders, (vii) shall not exceed an aggregate Dollar Equivalent at any time be guaranteed by any Subsidiary of $400,000,000the Borrower other than Subsidiaries that are Guarantors, and (Gviii) except to the extent provided in the immediately preceding clause (F)case of Incremental Term Loans that are secured, may the obligations in respect thereof shall not be borrowed secured by any Loan Party property or assets of the Borrower or any Restricted Subsidiary thereof other than the Parent Borrower and/or Collateral; provided that Incremental Term Loans may be incurred in the U.S. Borrower.form of a bridge or other interim credit facility intended to be refinanced or replaced with long term Indebtedness (so long as such credit facility includes customary “rollover provisions” that satisfy the requirements of clauses (ii) and (iii) above following such rollover), in which case, on or prior to the first anniversary of the incurrence of such “bridge” or other credit facility, clauses (ii) and (iii) above shall not prohibit the inclusion of customary terms for “bridge” facilities, including customary mandatory prepayment, repurchase or redemption provisions; (iib) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (Ai) (I) shall rank pari passu equal or junior in priority in right of payment with the First Lien Obligations under this Agreement and (II) shall either (A) rank equal (but without regard to the control of remedies) or junior in priority of right of security with the Revolving Credit Loans First Lien Obligations under this Agreement and shall be subject to the Term Loansapplicable Intercreditor Agreement or other intercreditor arrangements reasonably satisfactory to the Revolver Agent or (B) be unsecured, in each case as applicable pursuant to Section 2.14(4)(c) above, (Bii) shall not mature earlier than the Original Revolving Facility Maturity Date Date, and shall not be subject to amortization, (iii) except as set forth in clause (v) below, shall provide that the borrowing and repayment (other than permanent repayment) of Revolving Loans with respect to Incremental Revolving Commitments after the associated Incremental Facility Closing Date may be made on a pro rata basis, less than a pro rata basis or greater than a pro rata basis with all other outstanding Revolving Credit Facilities in effect Commitments existing on the Effective Date (prior to giving effect to any extensions thereof)such Incremental Facility Closing Date, (Civ) [reserved], (D) shall be subject to the provisions of Sections 2.03(mSection 2.03(12) and 2.04(g2.04(7) to the extent dealing in connection with Swing Line Loans and Letters of Credit and Swing Line Loans, respectively, which mature or expire after a Maturity Date when there exists at any time Incremental Revolving Credit Commitments with a longer later Maturity DateDate are outstanding, shall provide that all Letters of Credit and Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders each Lender with Commitments a Revolving Commitment in accordance with their its percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(mSections 2.03(12) and Section 2.04(g2.04(7), without giving effect to changes thereto on an earlier Maturity Date with respect to Letters of Credit and Swing Line Loans and Letters of Credit theretofore incurred or issued), (Ev) shall provide that the permanent repayment of Revolving Credit Loans in connection with respect to, and a termination of, of Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall may be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on or less than a pro rata basis (or greater than a pro rata basis (I) with respect to (A) repayments required upon the Maturity Date of any Incremental Revolving Commitments and (B) repayments made in connection with any refinancing of Incremental Revolving Commitments or (II) as compared to any other Class Revolving Commitments with a later maturity date than such ClassIncremental Revolving Commitments), in each case, with all other Revolving Commitments existing on such Incremental Facility Closing Date, (Fvi) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (Gvii) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine four (94) different Maturity Dates unless otherwise agreed to by the Administrative Revolver Agent, (Hviii) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, (ix) shall be denominated in Dollars or, subject to the consent of the Revolver Agent (not to be unreasonably withheld, delayed or conditioned), another currency as determined by the Borrower and the applicable Incremental Revolving Lenders, (x) shall not at any time be guaranteed by any Subsidiary of the Borrower other than Subsidiaries that are Guarantors, (xi) in the case of Incremental Revolving Commitments and Incremental Revolving Loans that are secured, the obligations in respect thereof shall not be secured by any property or assets of the Borrower or any Restricted Subsidiary other than the Collateral; and (Ixii) shall not exceed an amount such that, after giving effect thereto, the aggregate principal amount of all Incremental Revolving Commitments and Permitted Incremental Equivalent Debt constituting revolving commitments exceeds the greater of (a) $25,000,000 and (b) 30% of Consolidated EBITDA of the Borrower and the Subsidiaries for the most recently ended Test Period (calculated on a pro forma basis) (the “Available Incremental Revolver Cap”); provided that Incremental Revolving Commitments and Incremental Revolving Loans may be borrowed incurred in the form of a bridge or other interim credit facility intended to be refinanced or replaced with long term indebtedness (so long as such credit facility includes customary “rollover provisions” that satisfy the requirements of clause (ii) above following such rollover), in which case, on or prior to the first anniversary of the incurrence of such “bridge” or other credit facility, clause (ii) above shall not prohibit the inclusion of customary terms for “bridge” facilities, including customary mandatory prepayment, repurchase or redemption provisions; provided further that on the date of effectiveness of any Incremental Revolving Commitments, the L/C Sublimit and/or Swing Line Sublimit, as applicable, shall increase by an amount, if any, agreed upon by the Parent Required Revolver Lenders, the Borrower or and the U.S. Borrowerrelevant Issuing Banks and/or the Swing Line Lender, as applicable. (iiic) the amortization schedule applicable to any Incremental Term Loans Applicable Rate and the All-In Yield fees applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Term Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B CommitmentsLoan that (I) is secured by the Collateral and ranks equal in priority of right of security with the First Lien Obligations under this Agreement (but without regard to the control of remedies) and (II) is in the form of Dollar-denominated term loans or notes (other than in the form of a bona fide widely placed Rule 144A high-yield bond offering), the All-In Yield applicable to such Incremental Term B Loans determined as of the Incremental Facility Closing Date shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Closing Date Term B Loans established on the Third Restatement Effective Date Loans, plus 50 basis points per annum unless the interest rate Applicable Rate (together with, as provided in the proviso below, the Eurocurrency Rate Adjusted Term SOFR or Base Rate floor) with respect to the Closing Date Term B Loans established on the Third Restatement Effective Date and Delayed Draw Term Loans is increased so as to cause the then applicable All-In Yield under this Agreement on such the Closing Date Term B Loans and Delayed Draw Term Loans to equal the All-In Yield then applicable to the Incremental Term B Loans Loans, minus 50 basis points; provided points per annum (it being understood and agreed that any increase in All-In Yield to such on the Closing Date Term B Loan Loans and Delayed Draw Term Loans due to the application of a Eurocurrency Rate an Adjusted Term SOFR or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate the Adjusted Term SOFR or Base Rate floor applicable to such Term B Loan.suc

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt, (except by virtue of amortization C) shall have an Applicable Rate and Eurocurrency Rate or prepayment of the Term A Loans prior Base Rate floor (if any), and subject to the time of such incurrenceclauses (e)(i)(A) and (iie)(i)(B) with respect to Incremental above, amortization determined by the Borrower and the applicable Refinancing Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Lenders, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower and the applicable Incremental Refinancing Term LendersLoan arranger(s), (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor prepayments pursuant to Section 2.05(b)(iv) and Section 2.05(b)(vi)(A)(y) or any voluntary prepayments of any Class of Term Loans with an earlier Maturity Date than any other Classes of Term Loans)) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified or if junior in the applicable Incremental Amendmentright of security, shall be on a junior basis with respect thereto, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (G) except (I) shall rank pari passu or junior in right of payment with the Obligations under Term Loans and Revolving Credit Loans that are senior in right of payment and (II) shall be secured by the Collateral and shall rank pari passu or junior in right of security with the Obligations under Term Loans and Revolving Credit Loans that are secured on a first lien basis (and, if applicable, subject to a Subordination Agreement and/or the Second Lien Intercreditor Agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement satisfactory to the extent provided in Borrower and the immediately preceding clause (FAdministrative Agent), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower.; and (ii) the Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans: (A) (I) shall rank pari passu or junior in right of payment with the Obligations under the Term Loans and Revolving Credit Loans that are senior in right of payment and (II) shall rank pari passu in right of payment and of security with the Obligations under the Term Loans and Revolving Credit Loans and the Term Loansthat are secured on a first lien basis, (B) shall not mature have a final scheduled maturity date or commitment reduction date earlier than the Maturity Date or commitment reduction date, respectively, with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof)Refinanced Debt, (C) [reserved]shall provide that the borrowing and repayment (except for (1) payments of interest and fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Credit Commitments and (3) repayment made in connection with a permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be made on a pro rata basis or less than a pro rata basis (but not more than a pro rata basis) with all other Revolving Credit Commitments then existing on the Refinancing Facility Closing Date, (D) shall may be elected to be included as additional Participating Revolving Credit Commitments under the Refinancing Amendment, subject to the provisions consent of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans Lender and Letters of Credit which mature or expire after a Maturity each L/C Issuer, and on the Refinancing Facility Closing Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Participating Revolving Credit Lenders with Commitments in accordance with their percentage of the U.S. Participating Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without after giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters such Refinancing Amendment, provided, such election may be made conditional upon the termination of one or more other Participating Revolving Credit theretofore incurred or issued)Commitments, (E) shall may provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis, less than pro rata basis or greater than pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such ClassCommitments, (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Refinancing Facility Closing Date, (G) shall provide that any Incremental have an Applicable Rate and Eurocurrency Rate or Base Rate floor (if any) determined by the Borrower and the applicable Refinancing Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative AgentLenders, (H) shall have an Applicable Rate fees determined by the applicable Borrower and the applicable Incremental Refinancing Revolving Credit LendersCommitment arranger(s), and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be have a greater principal amount of Commitments than the applicable All-In Yield payable pursuant to principal amount of the terms Commitments of this Agreement as amended through the date of such calculation Refinanced Debt and accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loanrefinancing.

Required Terms. The terms, provisions and documentation of the Incremental Term Refinancing Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, Loans each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Term Refinancing Loans: (A) shall rank pari passu in right as of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on Refinanced Debt; (B) as of the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B LoansRefinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt; (except by virtue of amortization C) any Permitted Junior Secured Refinancing Debt or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, Permitted Unsecured Refinancing Debt shall have a Weighted Average Life to final maturity date which is no earlier than ninety-one (91) days after the Latest Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence),Date then existing; (D) shall have an Applicable Margin and Adjusted LIBO Rate andor Base Rate floor (if any), and subject to clauses (e)(i)(BA) and (e)(i)(CB) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Term Refinancing Lenders,; (E) shall have fees determined by the Borrower and the applicable Refinancing Loan arranger(s); (F) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided herein) in respect of any mandatory voluntary prepayments of Term any Class of Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date than any other Classes of Loans)) in any voluntary or mandatory prepayments of Loans hereunder, or if junior in right of security, shall be on a junior basis with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Datethereto, (G) shall provide that any Incremental Revolving Credit Commitments may constitute not have a separate Class or Classesgreater principal amount than the principal amount of the Refinanced Debt plus accrued interest, as fees, premiums (if any) and penalties thereon and reasonable fees, expenses, original issue discount and upfront fees associated with the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent,refinancing; (H) (I) shall have an Applicable Rate determined rank pari passu or junior in right of payment with the Obligations under the initial Loans that are senior in right of payment and (II) shall be secured by the Collateral and shall rank pari passu (which may be in the form of notes and loans limited to being unsecured or secured solely on a junior lien basis) or junior in right of security with the Obligations under the initial Loans (and, if applicable, subject to a subordination agreement and/or an intercreditor agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement reasonably satisfactory to the Borrower and the applicable Incremental Revolving Credit Lenders, Administrative Agent); and (I) may be borrowed by include any Previously Absent Financial Covenant so long as the Parent Borrower or Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such Previously Absent Financial Covenant for the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans benefit of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; (provided, however, that with if (x) the documentation governing any Refinancing Amendment that includes a Previously Absent Financial Covenant in respect to of and for the benefit of a “Revolving Commitment” only and (y) such Previously Absent Financial Covenant is a “springing” financial maintenance covenant solely for the benefit of a Class of revolving loans (and not any Loans made under Incremental Term B CommitmentsClass of term loans), the All-In Yield applicable Previously Absent Financial Covenant shall only be required to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of included in this Agreement as amended through for the date benefit of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanRevolving Loans.

Required Terms. The terms, provisions and documentation of the Incremental the(d) Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) applicable, and otherwise shall be reasonably satisfactory to the Administrative Agent (except to the extent such terms are (a) conformed (or otherwise added) in the Credit Documents pursuant to the related Refinancing Amendment for the benefit of all Lenders, (b) applicable only to periods after the Latest Maturity Date as of the Refinancing Amendment Date or (c) current market prevailing terms at for such timetype of Indebtedness (as determined in good faith by the Borrower)); provided that in if such terms are more restrictive than the terms of any then-existing Term Loan Facility or Revolving Credit Facility, as the case of a Term A Loan Increasemay be, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase more restrictive terms shall be identical conformed (other than with respect to upfront fees, OID or similar feesadded) to the applicable Term A Loans, Term B Loans or Class Credit Documents for the benefit of Revolving Credit Commitments being increased, in each case, as the then-existing on the Incremental Facility Closing DateFacilities. . In any event: : the Refinancing Term Loans:(i) (iI) the Incremental Term Loans: (AI) shall have the same or more junior rank pari passu in right of payment(A) with respect to the other Obligations as the applicable Refinanced Debt and (II) shall be secured solely by the Collateral and shall have the same or more junior rank in right of security with respect to the other Obligations as the applicable Refinanced Debt (and, to the extent subordinated in right of payment and of or security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A Loansthe other Obligations, subject to a Subordination Agreement and/or a Junior Lien Intercreditor Agreement, as applicable (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement reasonably satisfactory to the Borrower and the Administrative Agent) and (III) shall be guaranteed by the Guarantors; [Credit Agreement] as of the Refinancing Facility Closing Date, shall not mature have a final(B) scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on Refinanced Debt; (I) as of the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B LoansRefinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (Chave a(C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) Refinanced Debt and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (DII) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization schedule as determined by the applicable Borrower and the applicable Incremental Refinancing Lenders; shall have an all-in-yield (whether in the form of interest rate(D) margin, OID or otherwise) determined by the Borrower and the applicable Refinancing Term Lenders, ; shall have fees determined by the Borrower and the applicable(E) Refinancing Term Loan arranger(s); may participate on (EI) a pro rata basis, less than pro rata basis or(F) greater than pro rata basis in any voluntary prepayments of Term Loans hereunder and (II) (x) in the case of Refinancing Term Loans that rank junior in right of payment or junior in right of security, in each case, with the Obligations under Term Loans that are senior in right of payment or secured on a first lien basis, shall participate on a less than pro rata basis in any mandatory prepayments of Term Loans hereunder and (y) in the case of Refinancing Term Loans that rank pari passu in right of payment and security with the Obligations under Term Loans that are secured on a first lien basis, may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of such Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower ; and shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other have a greater principal amount than the Parent Borrower and/or principal amount(G) of the U.S. Borrower. Refinanced Debt plus accrued interest, fees, premiums (iiif any) and penalties payable by the terms of such tranche of Incremental Term Loans and reasonable fees, expenses, OID and upfront fees associated with the incurrence of such Refinancing Term Loans; and the Refinancing Revolving Credit Commitments and Incremental Refinancing(ii) Revolving Loans: : (AI) shall have the same or more junior rank pari passu in right of payment with(A) respect to the other Obligations as the applicable Refinanced Debt (and, to the extent subordinated in right of payment with respect to the other Obligations, subject to a Subordination Agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other subordination arrangement satisfactory to the Borrower and the Administrative Agent), (II) shall be secured solely by the Collateral and shall have the same rank in right of security with respect to the Revolving Credit Loans other Obligations as the applicable Refinanced Debt and the Term Loans, (BIII) shall be guaranteed by the Guarantors; [Credit Agreement] shall not mature have a final scheduled maturity date or commitment(B) reduction date earlier than the Maturity Date or commitment reduction date, respectively, with respect to the Refinanced Debt; shall have an all-in-yield (whether in the form of interest rate(C) margin, OID or otherwise) determined by the Borrower and the applicable Refinancing Revolving Credit Facilities in effect on Lenders; shall have fees determined by the Effective Date (prior to giving effect to any extensions thereofBorrower and the applicable(D) Refinancing Revolving Commitments arranger(s), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) ; shall provide that the borrowing and repayment (except for (1)(E) payments of interest and fees at different rates on Refinancing Revolving Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Commitments and (3) repayment made in connection with a permanent repayment and termination of Revolving Credit commitments (in accordance with clause (F) below)) of Loans with respect to, and termination of, Incremental to Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis or less than a pro rata basis (but not more than a pro rata basis) with all other Revolving Credit Commitments then existing on the Incremental Refinancing Facility Closing Date, except may provide that the applicable Borrower shall permanent repayment of Revolving Credit(F) Loans with respect to, and termination or reduction of, Refinancing Revolving Commitments after the associated Refinancing Facility Closing Date be permitted to permanently repay and terminate commitments of any such Class made on a pro rata basis or less than pro rata basis (but not on a greater than a pro rata basis as compared other than with respect to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations termination of Incremental undrawn Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to or a permanent repayment of any Class of Revolving Credit Commitments and Revolving Credit Loans existing on (1) with the Incremental proceeds of a Refinancing Facility Closing Date, or (G2) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, mature earlier than other outstanding Classes of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which with all other Revolving Credit Commitments, and shall not have more a greater principal amount than nine the principal amount(G) of the Refinanced Debt plus accrued interest, fees, premiums (9if any) different Maturity Dates unless otherwise agreed and penalties payable by the terms of such tranche of Revolving Credit Loans and reasonable fees, expenses, OID and upfront fees associated with the incurrence of such Refinancing Revolving Commitments; Refinancing Amendment. Commitments in respect of Refinancing Term(e) Loans and Refinancing Revolving Commitments shall become additional Commitments pursuant to an amendment (a “Refinancing Amendment”) to this Agreement and, as appropriate, the other Credit Documents, executed by the Borrower, each Refinancing Lender providing such Commitments and the Administrative Agent, (H) shall have an Applicable Rate determined by . The Refinancing Amendment may, without the applicable Borrower consent of any other Credit Party, Administrative Agent or Lender, effect such amendments to this Agreement and the applicable Incremental Revolving other Credit Lenders, and (I) Documents as may be borrowed by necessary or appropriate, in the Parent Borrower or reasonable opinion of the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans Administrative Agent and the All-In Yield applicable Borrower, to effect the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms provisions of this Agreement as amended through Section 2.20, including any amendments necessary to establish the date of such calculation with respect to the Term B Refinancing Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.and/or [Credit Agreement]

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class and any Loan Increase shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, Commitments and except as otherwise set forth herein, to the extent not identical to consistent with the Closing Date Term A Loans, Term B Loans or any Class of Closing Date Revolving Credit CommitmentsFacility, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) either, at the time option of incurrence of such Indebtedness the Borrower, (as determined by the Parent Borrower in good faith) or (yA) be reasonably satisfactory to the Required Lenders, (B) be not materially more restrictive to the Borrower (as determined by the Borrower in good faith), when taken as a whole, than the terms of the Closing Date Term Loans or Closing Date Revolving Facility, as applicable, except, in each case under this clause (B), with respect to (x) covenants (including any Previously Absent Financial Maintenance Covenant) and other terms applicable to any period after the Latest Maturity Date of the Closing Date Term Loans or Closing Date Revolving Facility, as applicable, in effect immediately prior to the incurrence of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Commitments, as the case may be or (y) a Previously Absent Financial Maintenance Covenant (so long as, (i) to the extent that any such terms of any Incremental Revolving Loans and Incremental Revolving Commitments contain a Previously Absent Financial Maintenance Covenant that is in effect prior to the applicable Latest Maturity Date of the Closing Date Revolving Facility, such Previously Absent Financial Maintenance Covenant shall be included for the benefit of the Closing Date Revolving Facility, and (ii) to the extent that any such terms of any Incremental Term Loans contain a Previously Absent Financial Maintenance Covenant that is in effect prior to the applicable Latest Maturity Date of the Closing Date Term Loan Facility and the Delayed Draw Term Loan Facility, such Previously Absent Financial Maintenance Covenant shall be included for the benefit of the Closing Date Term Loans and Delayed Draw Term Loans or (C) contain such terms, provisions and documentation as are reasonably satisfactory to the Administrative Agent and the Specified Representative (or in the case of the Revolving Facility, solely to the extent that such terms, provisions and documentation with respect to the Revolving Facility would require consent of any Class of Lenders other than the Revolving Lenders under Section 10.01) (provided that, at the Borrower’s election, to the extent any term or provision is added for the benefit of (i) the Lenders of Incremental Term Loans or Lenders under Incremental Revolving Commitments, no consent shall be required from the Administrative Agent or otherwise market prevailing terms at any Lender to the extent that such timeterm or provision is also added, or the features of such term or provision are provided, for the benefit of the Lenders of the Closing Date Term Loans and the Delayed Draw Term Loan Facility or (ii) the Lenders under Incremental Revolving Commitments, no consent shall be required from the Administrative Agent and the Specified Representative unless the addition of such term or provision (or the provision of the features thereof) to the Revolving Facility would require the consent of any Class of Lenders other than the Revolving Lenders under Section 10.01, in which case the consent of the Administrative Agent and the Specified Representative shall be required or any Lender to the extent that such term or provision is also added, or the features of such term or provision are provided, for the benefit of the Lenders of the Closing Date Revolving Facility); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or a Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees, it being understood that, if required to consummate such Loan Increase transaction, the interest rate margins and rate floors may be increased, any call protection provision may be made more favorable to the applicable existing Lenders and additional upfront or similar fees may be payable to the lenders providing the Loan Increase) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateDate (provided that, if such Incremental Term Loans are intended to be “fungible” with the Closing Date Term Loans, notwithstanding any other conditions specified in this Section 2.14(5), the amortization schedule for such “fungible” Incremental Term Loan may provide for amortization in such other percentage(s) to be agreed by Borrower and the Administrative Agent to provide that such Incremental Term Loans will be (or will be deemed to be) “fungible” with the Closing Date Term Loans). In any event: (ia) the Incremental Term Loans: (Ai) (I) shall rank pari passu equal or junior in priority in right of payment with the First Lien Obligations under this Agreement and (II) shall either (A) rank equal (but without regard to the control of remedies) or junior in priority of right of security with the Revolving Credit Loans First Lien Obligations under this Agreement and shall be subject to the Term Loansapplicable Intercreditor Agreement or other intercreditor arrangements reasonably satisfactory to the Administrative Agent or (B) be unsecured, in each case as applicable pursuant to Section 2.14(4)(c) above, (Bii) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Original Term Loan Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof)Date, (Ciii) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Closing Date Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (Div) shall have an Applicable Rate and, subject to clauses clause (e)(i)(B) and (e)(i)(C5)(a)(iii) above and clause (e)(iii5)(b) below, respectively, shall have amortization and an Applicable Rate determined by the applicable Borrower and the applicable Incremental Term Lenders; provided, that if such Incremental Term Loans are intended to be “fungible” with the Closing Date Term Loans notwithstanding any other conditions specified in this Section 2.14(5)(a), the amortization schedule for such “fungible” Incremental Term Loan may provide for amortization in such other percentage(s) to be agreed by the Borrower and the Administrative Agent to provide that the Incremental Term Loans will be (or will be deemed to be) “fungible” with the Closing Date Term Loans; provided further that any Incremental Term Loans that are junior in priority of right of security to the Obligations or unsecured shall not have amortization prior to the Latest Maturity Date of the Closing Date Term Loans, (EA) to the extent secured by Liens on the Collateral on a pari passu basis with the First Lien Obligations (but without regard to the control of remedies), may participate on a pro rata basis or less than a pro rata basis (but not greater than a pro rata basis) in any mandatory prepayments of Term Loans hereunder, except that, unless otherwise restricted under this Agreement, such Incremental Term Loans may participate on greater than a pro rata basis as compared to any later maturing Class of Term Loans constituting First Lien Obligations in any mandatory prepayments under Section 2.05(2)(a), (b) and (c)(i) as specified in the applicable Incremental Amendment and (B) may participate on a greater than pro rata basis, except as expressly provided herein) less than a pro rata basis or greater than a pro rata basis in any mandatory voluntary prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (Fvi) made shall be denominated in Dollars, subject to the Swiss Subsidiary consent of the Administrative Agent and the Specified Representative (not to be unreasonably withheld, delayed or conditioned), another currency as determined by the Borrower and the applicable Incremental Term Lenders, (vii) shall not exceed an aggregate Dollar Equivalent at any time be guaranteed by any Subsidiary of $400,000,000the Borrower other than Subsidiaries that are Guarantors, and (Gviii) except to the extent provided in the immediately preceding clause (F)case of Incremental Term Loans that are secured, may the obligations in respect thereof shall not be borrowed secured by any Loan Party property or assets of the Borrower or any Restricted Subsidiary thereof other than the Parent Borrower and/or Collateral; provided that Incremental Term Loans may be incurred in the U.S. Borrower.form of a bridge or other interim credit facility intended to be refinanced or replaced with long term Indebtedness (so long as such credit facility includes customary “rollover provisions” that satisfy the requirements of clauses (ii) and (iii) above following such rollover), in which case, on or prior to the first anniversary of the incurrence of such “bridge” or other credit facility, clauses (ii) and (iii) above shall not prohibit the inclusion of customary terms for “bridge” facilities, including customary mandatory prepayment, repurchase or redemption provisions; (iib) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu equal or junior in priority in right of payment with the First Lien Obligations under this Agreement and (II) shall either (A) rank equal (but without regard to the control of remedies) or junior in priority of right of security with the Revolving Credit Loans First Lien Obligations under this Agreement and shall be subject to the Term Loansapplicable Intercreditor Agreement or other intercreditor arrangements reasonably satisfactory to the Revolver Agent or (B) be unsecured, in each case as applicable pursuant to Section 2.14(4)(c) above, (Bii) shall not mature earlier than the Original Revolving Facility Maturity Date Date, and shall not be subject to amortization, (iii) except as set forth in clause (v) below, shall provide that the borrowing and repayment (other than permanent repayment) of Revolving Loans with respect to Incremental Revolving Commitments after the associated Incremental Facility Closing Date may be made on a pro rata basis, less than a pro rata basis or greater than a pro rata basis with all other outstanding Revolving Credit Facilities in effect Commitments existing on the Effective Date (prior to giving effect to any extensions thereof)such Incremental Facility Closing Date, (Civ) [reserved], (D) shall be subject to the provisions of Sections 2.03(mSection 2.03(12) and 2.04(g2.04(7) to the extent dealing in connection with Swing Line Loans and Letters of Credit and Swing Line Loans, respectively, which mature or expire after a Maturity Date when there exists at any time Incremental Revolving Credit Commitments with a longer later Maturity DateDate are outstanding, shall provide that all Letters of Credit and Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders each Lender with Commitments a Revolving Commitment in accordance with their its percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(mSections 2.03(12) and Section 2.04(g2.04(7), without giving effect to changes thereto on an earlier Maturity Date with respect to Letters of Credit and Swing Line Loans and Letters of Credit theretofore incurred or issued), (Ev) shall provide that the permanent repayment of Revolving Credit Loans in connection with respect to, and a termination of, of Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall may be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on or less than a pro rata basis (or greater than a pro rata basis basis (I) with respect to (A) repayments required upon the Maturity Date of any Incremental Revolving Commitments and (B) repayments made in connection with any refinancing of Incremental Revolving Commitments or (II) as compared to any other Class Revolving Commitments with a later maturity date than such ClassIncremental Revolving Commitments), in each case, with all other Revolving Commitments existing on such Incremental Facility Closing Date, (Fvi) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (Gvii) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine four (94) different Maturity Dates unless otherwise agreed to by the Administrative Revolver Agent, (Hviii) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, (ix) shall be denominated in Dollars or, subject to the consent of the Revolver Agent (not to be unreasonably withheld, delayed or conditioned), another currency as determined by the Borrower and the applicable Incremental Revolving Lenders, (x) shall not at any time be guaranteed by any Subsidiary of the Borrower other than Subsidiaries that are Guarantors, (xi) in the case of Incremental Revolving Commitments and Incremental Revolving Loans that are secured, the obligations in respect thereof shall not be secured by any property or assets of the Borrower or any Restricted Subsidiary other than the Collateral; and (Ixii) shall not exceed an amount such that, after giving effect thereto, the aggregate principal amount of all Incremental Revolving Commitments and Permitted Incremental Equivalent Debt constituting revolving commitments exceeds the greater of (a) $25,000,000 and (b) 30% of Consolidated EBITDA of the Borrower and the Subsidiaries for the most recently ended Test Period (calculated on a pro forma basis) (the “Available Incremental Revolver Cap”); provided that Incremental Revolving Commitments and Incremental Revolving Loans may be borrowed incurred in the form of a bridge or other interim credit facility intended to be refinanced or replaced with long term indebtedness (so long as such credit facility includes customary “rollover provisions” that satisfy the requirements of clause (ii) above following such rollover), in which case, on or prior to the first anniversary of the incurrence of such “bridge” or other credit facility, clause (ii) above shall not prohibit the inclusion of customary terms for “bridge” facilities, including customary mandatory prepayment, repurchase or redemption provisions; provided further that on the date of effectiveness of any Incremental Revolving Commitments, the L/C Sublimit and/or Swing Line Sublimit, as applicable, shall increase by an amount, if any, agreed upon by the Parent Required Revolver Lenders, the Borrower or and the U.S. Borrowerrelevant Issuing Banks and/or the Swing Line Lender, as applicable. (iiic) the amortization schedule applicable to any Incremental Term Loans Applicable Rate and the All-In Yield fees applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Term Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B CommitmentsLoan that (I) is secured by the Collateral and ranks equal in priority of right of security with the First Lien Obligations under this Agreement (but without regard to the control of remedies) and (II) is in the form of Dollar-denominated term loans or notes (other than in the form of a bona fide widely placed Rule 144A high-yield bond offering), the All-In Yield applicable to such Incremental Term B Loans determined as of the Incremental Facility Closing Date shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Closing Date Term B Loans established on the Third Restatement Effective Date Loans, plus 50 basis points per annum unless the interest rate Applicable Rate (together with, as provided in the proviso below, the Eurocurrency Rate Adjusted Term SOFR or Base Rate floor) with respect to the Closing Date Term B Loans established on the Third Restatement Effective Date and Delayed Draw Term Loans is increased so as to cause the then applicable All-In Yield under this Agreement on such the Closing Date Term B Loans and Delayed Draw Term Loans to equal the All-In Yield then applicable to the Incremental Term B Loans Loans, minus 50 basis points; provided points per annum (it being understood and agreed that any increase in All-In Yield to such on the Closing Date Term B Loan Loans and Delayed Draw Term Loans due to the application of a Eurocurrency Rate an Adjusted Term SOFR or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate the Adjusted Term SOFR or Base Rate floor applicable to such Term B Loan.Closin

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be consistent with clauses (xi) reflect market terms through (iiiiv) below, as applicable, and conditions otherwise as reasonably satisfactory to Administrative Agent (but in no event shall any such Incremental Facility have covenants and defaults materially more restrictive (taken as a whole) than those under this Agreement except for covenants and defaults applicable only to periods after the Latest Maturity Date at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such timeIncremental Facility Closing Date); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or a Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID original issue discount or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event:: 55738387_110 (i) the Incremental Term A Loans: (A) shall rank (I) pari passu in right of payment and (II) pari passu or junior in right of security with the Revolving Credit Loans and the Term LoansLoans (and, if applicable, shall be subject to a Second Lien Intercreditor Agreement), (B) (i) with respect to as of the Incremental Term A LoansFacility Closing Date, shall not mature have a Maturity Date earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than thereof occurring after the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereofDate), (C) (i) with respect to shall have an amortization schedule as determined by the Borrower and the applicable new Lenders, provided that, as of the Incremental Facility Closing Date, such Incremental Term A Loans, Loans shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans (as originally in effect prior to any amortization or prepayments thereto) on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have have, subject to clause (e)(iv) below, an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term A Lenders, (E) shall have fees determined by the Borrower and the applicable Incremental Term A Loan arranger(s), (F) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basisbasis (or, except as expressly provided hereinif junior in right of security, shall be on a junior basis with respect thereto)) in any voluntary or mandatory prepayments of principal of Term A Loans hereunder, as specified in the applicable Incremental Amendment, (F) made , including, for the avoidance of doubt, on a less than pro rata basis permitting the Borrower to repay any earlier maturing Term A Loans prior to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent repayment of $400,000,000the applicable Incremental Term Loans, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed (x) secured by any Loan Party or any Restricted Subsidiary thereof assets other than the Parent Borrower and/or the U.S. Borrower.Collateral or (y) guaranteed by any Person other than a Guarantor; (ii) the Incremental Revolving Credit Commitments and Incremental Revolving RevolvingTerm B Loans: (A) shall rank (I) pari passu in right of payment and (II) pari passu or junior in right of security with the Revolving Credit Loans and the Term LoansLoans (and, if applicable, be subject to a Second Lien Intercreditor Agreement), (B) shall not mature earlier than provide that the Maturity Date with respect to the Revolving Credit Facilities in effect borrowing, prepayments and repayment (except for (1) payments of interest and fees at different rates on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer (and related outstandings), (2) repayments required upon the Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage Date of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment (3) repayment made in connection with a permanent repayment and participation provisions applicable termination of commitments (subject to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.clause 55738387_110

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class and any Loan Increase shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Closing Date Term A Loans, the 2020 Incremental Term B Loans or any Class of Closing Date Revolving Credit CommitmentsFacility, as applicable, each existing on the Incremental Facility Closing Date, shall either, at the option of the Borrower, (xa) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith), (b) be not materially more restrictive to the Borrower (as determined by the Borrower in good faith), when taken as a whole, than the terms of the Closing Date Term Loans, the 2020 Incremental Term Loans or Closing Date Revolving Facility, as applicable, except, in each case under this clause (b), with respect to (i) covenants (including any Previously Absent Financial Maintenance Covenant) and other terms applicable to any period after the Latest Maturity Date of the Closing Date Term Loans, the 2020 Incremental Term Loans or Closing Date Revolving Facility, as applicable, in effect immediately prior to the incurrence of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Commitments, as the case may be or (ii) a Previously Absent Financial Maintenance Covenant (so long as, (I) to the extent that any such terms of any Incremental Revolving Loans and Incremental Revolving Commitments contain a Previously Absent Financial Maintenance Covenant that is in effect prior to the applicable Latest Maturity Date of the Closing Date Revolving Facility, such Previously Absent Financial Maintenance Covenant shall be included for the benefit of the Closing Date Revolving Facility and (II) to the extent that any such terms of any Incremental Term Loans contain a Previously Absent Financial Maintenance Covenant that is in effect prior to the applicable Latest Maturity Date of the Closing Date Term Loans and/or the 2020 Incremental Term Loans, such Previously Absent Financial Maintenance Covenant shall be included for the benefit of the Closing Date Term Loans and/or the 2020 Incremental Term Loans, as applicable) or (yc) be contain such terms, provisions and documentation as are reasonably satisfactory to the Administrative Agent (or otherwise market prevailing terms in the case of the Priority Revolving Facility, the Priority Revolving Agent and, solely to the extent that such terms, provisions and documentation with respect to the Priority Revolving Facility would require consent of any Class of Lenders other than the Priority Revolving Lenders under Section 10.01, the Administrative Agent) (provided that, at Borrower’s election, to the extent any term or provision is added for the benefit of (i) the Lenders of Incremental Term Loans or Lenders under Incremental Revolving Commitments, no consent shall be required from the Administrative Agent or any Lender to the extent that such timeterm or provision is also added, or the features of such term or provision are provided, for the benefit of the Lenders of the Closing Date Term Loans and/or the 2020 Incremental Term Loans, as applicable or (ii) the Lenders under Incremental Revolving Commitments, no consent shall be required from the Priority Revolving Agent (or the Administrative Agent unless, in the case of the Administrative Agent, the addition of such term or provision (or the provision of the features thereof) to the Priority Revolving Facility would require the consent of any Class of Lenders other than the Priority Revolving Lenders under Section 10.01, in which case the consent of the Administrative Agent shall be required) or any Lender to the extent that such term or provision is also added, or the features of such term or provision are provided, for the benefit of the Lenders of the Closing Date Revolving Facility); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or a Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees, it being understood that, if required to consummate such Loan Increase transaction, the interest rate margins and rate floors may be increased, any call protection provision may be made more favorable to the applicable existing Lenders and additional upfront or similar fees may be payable to the lenders providing the Loan Increase) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateDate (provided that, if such Incremental Term Loans are intended to be “fungible” with the Closing Dateany Class of Term Loans, notwithstanding any other conditions specified in this Section 2.14(5), the amortization schedule for such “fungible” Incremental Term Loan may provide for amortization in such other percentage(s) to be agreed by Borrower and the Administrative Agent to provide that such Incremental Term Loans will be (or will be deemed to be) “fungible” with the Closing Dateapplicable existing Class of Term Loans). In any event: (ia) the Incremental Term Loans: (Ai) (I) shall rank pari passu equal in priority in right of payment with the First Lien Obligations under this Agreement and (II) shall either (A) rank equal (but without regard to the control of remedies) or junior in priority of right of security with the Revolving Credit Loans First Lien Obligations under this Agreement and the Term Loansshall be subject to a First Lien/Second Lien Intercreditor Agreement or (B) be unsecured, in each case as applicable pursuant to Section 2.14(4)(c) above, (Bii) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Original Term Loan Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof)Date, (Ciii) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Closing Date Term A Loans on the date of incurrence of such Incremental Term A Loans Loans, (except by virtue of amortization or prepayment of the Term A Loans prior iv) subject to the time of such incurrenceclause (5)(a)(iii) and (ii) with respect to Incremental Term B Loansabove, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have and an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term LendersLenders (provided, that if such Incremental Term Loans are intended to be “fungible” with the Closing Dateany existing Class of Term Loans notwithstanding any other conditions specified in this Section 2.14(5)(a), the amortization schedule for such “fungible” Incremental Term Loan may provide for amortization in such other percentage(s) to be agreed by the Borrower and the Administrative Agent to provide that the Incremental Term Loans will be (or will be deemed to be) “fungible” with the Closing Dateapplicable existing Class of Term Loans), (Ev) to the extent secured by Liens on the Collateral on a pari passu basis with the First Lien Obligations (but without regard to the control of remedies), may participate on a pro rata basis or basis, less than a pro rata basis (but not on a or greater than a pro rata basis, except as expressly provided herein) basis in any mandatory prepayments of Term Loans hereunderhereunder (except that, unless otherwise permitted under this Agreement, such Incremental Term Loans may not participate on a greater than a pro rata basis as compared to any earlier maturing Class of Term Loans constituting First Lien Obligations in any mandatory prepayments under Section 2.05(2)(a), (b) and (c)(i)), as specified in the applicable Incremental Amendment, (Fvi) made shall be denominated in Dollars or, subject to the Swiss Subsidiary consent of the Administrative Agent (not to be unreasonably withheld, delayed or conditioned), another currency as determined by the Borrower and the applicable Incremental Term Lenders, (vii) shall not exceed an aggregate Dollar Equivalent at any time be guaranteed by any Subsidiary of $400,000,000the Borrower other than Subsidiaries that are Guarantors, and (Gviii) except to the extent provided in the immediately preceding clause (F)case of Incremental Term Loans that are secured, may the obligations in respect thereof shall not be borrowed secured by any Loan Party property or assets of the Borrower or any Restricted Subsidiary thereof other than the Parent Borrower and/or Collateral; provided that Incremental Term Loans may be incurred in the U.S. Borrower.form of a bridge or other interim credit facility intended to be refinanced or replaced with long term Indebtedness (so long as such credit facility includes customary “rollover provisions” that satisfy the requirements of clauses (ii) and (iii) above following such rollover), in which case, on or prior to the first anniversary of the incurrence of such “bridge” or other credit facility, clauses (ii) and (iii) above shall not prohibit the inclusion of customary terms for “bridge” facilities, including customary mandatory prepayment, repurchase or redemption provisions; (iib) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (Ai) (I) shall rank pari passu equal in priority in right of payment with the First Lien Obligations under this Agreement and (II) shall either (A) rank equal (but without regard to the control of remedies) or junior in priority of right of security with the Revolving Credit Loans First Lien Obligations under this Agreement and the Term Loansshall be subject to a First Lien/Second Lien Intercreditor Agreement and or (B) be unsecured, in each case as applicable pursuant to Section 2.14(4)(c) above, (Bii) shall not mature earlier than the Original Revolving Facility Maturity Date Date, and shall not be subject to amortization, (iii) except as set forth in clause (v) below, shall provide that the borrowing and repayment (other than permanent repayment) of Revolving Loans with respect to Incremental Revolving Commitments after the associated Incremental Facility Closing Date may be made on a pro rata basis, less than a pro rata basis or greater than a pro rata basis with all other outstanding Revolving Credit Facilities in effect Commitments existing on the Effective Date (prior to giving effect to any extensions thereof)such Incremental Facility Closing Date, (Civ) [reserved], (D) shall be subject to the provisions of Sections 2.03(mSection 2.03(12) and 2.04(g2.04(7) to the extent dealing in connection with Swing Line Loans and Letters of Credit and Swing Line Loans, respectively, which mature or expire after a Maturity Date when there exists at any time Incremental Revolving Credit Commitments with a longer later Maturity DateDate are outstanding, shall provide that all Letters of Credit and Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders each Lender with Commitments a Revolving Commitment in accordance with their its percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(mSections 2.03(12) and Section 2.04(g2.04(7), without giving effect to changes thereto on an earlier Maturity Date with respect to Letters of Credit and Swing Line Loans and Letters of Credit theretofore incurred or issued), (Ev) shall provide that the permanent repayment of Revolving Credit Loans in connection with respect to, and a termination of, of Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall may be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on or less than a pro rata basis (or greater than a pro rata basis (I) with respect to (A) repayments required upon the Maturity Date of any Incremental Revolving Commitments and (B) repayments made in connection with any refinancing of Incremental Revolving Commitments or (II) as compared to any other Class Revolving Commitments with a later maturity date than such ClassIncremental Revolving Commitments), in each case, with all other Revolving Commitments existing on such Incremental Facility Closing Date, (Fvi) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (Gvii) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine four (94) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (Hviii) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, (ix) shall be denominated in Dollars or, subject to the consent of the Administrative Agent (not to be unreasonably withheld, delayed or conditioned), another currency as determined by the Borrower and the applicable Incremental Revolving Lenders, (x) shall not at any time be guaranteed by any Subsidiary of the Borrower other than Subsidiaries that are Guarantors, and (Ixi) in the case of Incremental Revolving Commitments and Incremental Revolving Loans that are secured, the obligations in respect thereof shall not be secured by any property or assets of the Borrower or any Restricted Subsidiary other than the Collateral; provided that Incremental Revolving Commitments and Incremental Revolving Loans may be borrowed incurred in the form of a bridge or other interim credit facility intended to be refinanced or replaced with long term indebtedness (so long as such credit facility includes customary “rollover provisions” that satisfy the requirements of clause (ii) above following such rollover), in which case, on or prior to the first anniversary of the incurrence of such “bridge” or other credit facility, clause (ii) above shall not prohibit the inclusion of customary terms for “bridge” facilities, including customary mandatory prepayment, repurchase or redemption provisions; provided further that on the date of effectiveness of any Incremental Revolving Commitments, the L/C Sublimit and/or Swing Line Sublimit, as applicable, shall increase by an amount, if any, agreed upon by the Parent Administrative Agent (or in the case of the Priority Revolving Facility, the Priority Revolving Agent), the Borrower or and the U.S. Borrowerrelevant Issuing Banks and/or the Swingline Lender, as applicable. (iiic) the amortization schedule applicable to any Incremental Term Loans Applicable Rate and the All-In Yield fees applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Term Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B CommitmentsLoan (other than the 2020 Incremental Term Loans) that (I) is secured by the Collateral and ranks equal in priority of right of security with the First Lien Obligations under this Agreement (but without regard to the control of remedies) and (II) is in the form of Dollar-denominated term loans, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to Closing Date Term Loans, and/or the 2020 Incremental Term B Loans established on the Third Restatement Effective Date Loans, respectively, in each case plus 50 basis points per annum unless the interest rate Applicable Rate (together with, as provided in the proviso below, the Eurocurrency Eurodollar Rate or Base Rate floor) with respect to the Closing Date Term B Loans established on or the Third Restatement Effective Date 2020 Incremental Term Loans, as applicable, is increased so as to cause the then applicable All-In Yield under this Agreement on such the Closing Date Term B Loans and/or 2020 Incremental Term Loans, as applicable, to equal the All-In Yield then applicable to the Incremental Term B Loans Loans, minus 50 basis points; provided points per annum (it being understood and agreed that any increase in All-In Yield to such on the Closing Date Term B Loan Loans or the 2020 Incremental Term Loans, as applicable, due to the application of a Eurocurrency Eurodollar Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency the Eurodollar Rate or Base Rate floor applicable to such Closing Date Term B LoanLoans or such 2020 Incremental Term Loans, as applicable) (this proviso, the “MFN Provision”).

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each Term Loans existing on the Incremental Facility Closing Date, shall (x) reflect market be consistent with the terms below, as applicable, and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such timeAgent; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments Loans being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (iA) the Incremental Term Loans: (Ai) (I) shall rank pari passu or junior in right of payment with the Initial Loans, (II) shall not be secured by any assets not constituting Collateral and shall rank pari passu or junior in right of security with the Revolving Credit Initial Loans (and subject to a Subordination Agreement (if subject to payment subordination) and/or the Second Lien Intercreditor Agreement (if subject to lien subordination) (or, alternatively, terms in the Incremental Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement satisfactory to the Borrower and the Term LoansAdministrative Agent) and (III) shall not be guaranteed by any Person that is not a Guarantor, (Bii) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Initial Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (Ciii) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Initial Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (Div) shall have an Applicable Rate andRate, and subject to clauses (e)(i)(Be)(A)(ii) and (e)(i)(Ce)(A)(iii) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders; provided the Applicable Rate and amortization for a Loan Increase shall be the Applicable Rate and amortization for the Class being increased, (Ev) shall have fees determined by the Borrower and the applicable Incremental Loan arranger(s), and (vi) may participate on (I) a pro rata basis, less than pro rata basis or greater than pro rata basis in any voluntary prepayments of Loans hereunder and (II) a pro rata basis or less than pro rata basis (but not on a greater than pro rata basisbasis (except for prepayments pursuant to Section 2.03(b)(iii)(B) and, except as expressly provided hereinsolely in respect of any Class of Loans (other than the Initial Loans) with a later Maturity Date than such Incremental Loans, Section 2.03(b)(iv)(A)(y)) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Incremental Loans made under Incremental Term B Commitmentsthat are pari passu in right of payment and security with the Initial Loans, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Initial Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Initial Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B the Initial Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided provided, further, that any increase in All-In Yield to such Term B any Initial Loan due to the application or imposition of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Initial Loan.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower Borrowers and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Refinancing Tranche Closing Date, shall be consistent with clauses (xi) reflect market terms or (ii) below, as applicable, and conditions otherwise shall be (taken as a whole) at the time of incurrence of such Indebtedness substantially identical to, or not materially more favorable (as reasonably determined by the Parent Borrower Borrowers in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case faith and conclusively evidenced by a certificate of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar feesBorrowers) to the Refinancing Lenders than those applicable Term A Loans, Term B Loans to such Class (taken as a whole) being refinanced (except for covenants or Class other provisions applicable only to periods after the Maturity Date (as of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility applicable Refinancing Tranche Closing Date) of such Class being refinanced, and (2) pricing, optional prepayment, or redemption terms). In any event: (i) the Incremental Refinancing Term Loans: (Aa) shall rank pari passu in right as of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Tranche Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof)Refinanced Debt, (Cb) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans Refinanced Debt on the date of incurrence of such Incremental Term A Refinancing Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans Refinanced Debt prior to the time of such incurrence), (Dc) shall have an Applicable Rate and, not be subject to clauses (e)(i)(B) any Guaranty by any person other than a Credit Party and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lendersshall not include any borrower other than a borrower hereunder, (Ed) may participate shall provide that the permanent repayment of Term Loans with respect to, and termination or reduction of, Refinancing Term Commitments after the associated Refinancing Tranche Closing Date shall be made on a pro rata basis basis, or on a less than pro rata basis (but not greater than, except that Refinancing Term Commitments may participate on a greater than pro rata basis in any permanent prepayments and termination with other Term Commitments, other than the Term Commitments in effect on the Closing Date) pro rata basis, with all other Term Commitments, except as expressly provided herein) that Borrowers shall be permitted to permanently repay and terminate Commitments in respect of any mandatory prepayments such Class of Term Loans hereunder, on a greater than pro rata basis as specified compared to any other Class of Term Loans with a later Maturity Date than such Class or in the applicable Incremental Amendmentconnection with any refinancing thereof permitted by this Agreement, (Fe) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus any accrued but unpaid interest and fees on such Refinanced Debt plus the amount of any tender premium or penalty or premium required to be paid under the terms of the instrument or documents governing such Refinanced Debt and any defeasance costs and any reasonable fees and expenses (including original issue discount, upfront fees or similar fees) incurred in connection with the issuance of such Refinancing Term Loans, and (Gf) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu in right of payment with the Obligations under the then existing Term Loans and Revolving Loans and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets of Borrowers or any Restricted Subsidiary not constituting Collateral) and shall rank pari passu or junior in right of security with the Obligations or (y) unsecured, and if secured, shall be subject to an Intercreditor Agreement; and (ii) the Refinancing Revolving Credit Loans Commitments and Refinancing Revolving Loans: (a) (I) shall rank pari passu in right of payment with the Term LoansObligations and (II) shall either be (x) secured by the Collateral (and shall not be secured by any assets of either Borrower or any of their Restricted Subsidiaries not constituting Collateral) and shall rank pari passu or junior in right of security with the Obligations or (y) unsecured, and if secured, shall be subject to an Intercreditor Agreement, (Bb) shall not mature have a final scheduled maturity date earlier than than, or mandatory scheduled commitment reductions prior to, the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof)Refinanced Debt, (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(gc) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Refinancing Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Refinancing Tranche Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (Ed) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Facility Refinancing Tranche Closing Date shall be made on a pro rata basis, or on a less than (but not greater than, except that Refinancing Revolving Commitments may participate on a greater than pro rata basis in any permanent prepayments and termination with other Revolving Commitments, other than the Revolving Commitments in effect on the Closing Date) pro rata basis, with all other Revolving Credit Commitments existing on the Incremental Facility Closing DateCommitments, except that the applicable Borrower Borrowers shall be permitted to permanently repay and terminate commitments Commitments in respect of any such Class of Revolving Loans on a greater than a pro rata basis as compared to any other Class of Revolving Loans with a later maturity date Maturity Date than such ClassClass or in connection with any refinancing thereof permitted by this Agreement, (Fe) shall provide that assignments not be subject to any Guaranty by any person other than a Credit Party and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that not include any Incremental Revolving Credit Commitments may constitute borrower other than a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lendersborrower hereunder, and (If) may be borrowed by shall not have a greater principal amount of Commitments than the Parent Borrower or principal amount of the U.S. Borrower. (iii) utilized Commitments of the amortization schedule applicable to Refinanced Debt plus any Incremental Term Loans accrued but unpaid interest and the All-In Yield applicable fees on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the Incremental Term Loans extent permanently terminated at the time of incurrence of such new Indebtedness plus the amount of any tender premium or Incremental Revolving Loans of each Class shall penalty or premium required to be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made paid under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date instrument or documents governing such Refinanced Debt and any defeasance costs and any reasonable fees and expenses (including original issue discount, upfront fees or similar fees) incurred in connection with the issuance of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate Refinancing Revolving Commitments or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanRefinancing Revolving Loans.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be consistent with clauses (xi) reflect market terms through (iii) below, as applicable, and conditions otherwise as reasonably satisfactory to Administrative Agent (but in no event ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (2K) shall any such Incremental Facility have covenants and defaults materially more restrictive (taken as a whole) than those under this Agreement except for covenants and defaults applicable only to periods after the Latest Maturity Date at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such timeIncremental Facility Closing Date); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or a Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID original issue discount or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) shall rank (I) pari passu in right of payment and (II) pari passu or junior in right of security with the Revolving Credit Loans and the Term LoansLoans (and, if applicable, shall be subject to a Second Lien Intercreditor Agreement), (B) (i) with respect to as of the Incremental Term A LoansFacility Closing Date, shall not mature have a Maturity Date earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than thereof occurring after the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereofDate), (C) (i) with respect to shall have an amortization schedule as determined by the Borrower and the applicable new Lenders, provided that, as of the Incremental Facility Closing Date, such Incremental Term A Loans, Loans shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans (as originally in effect prior to any amortization or prepayments thereto) on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) shall have fees determined by the Borrower and the applicable Incremental Term Loan arranger(s), (F) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basisbasis (or, except as expressly provided hereinif junior in right of security, shall be on a junior basis with respect thereto)) in any voluntary or mandatory prepayments of principal of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made , including, for the avoidance of doubt, on a less than pro rata basis permitting the Borrower to repay any earlier maturing Term Loans prior to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent repayment of $400,000,000the applicable Incremental Loans, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed (x) secured by any Loan Party or any Restricted Subsidiary thereof assets other than the Parent Borrower and/or the U.S. Borrower. Collateral or (y) guaranteed by any Person other than a Guarantor (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans:: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (2K) (A) shall rank (I) pari passu in right of payment and (II) pari passu or junior in right of security with the Revolving Credit Loans and the Term LoansLoans (and, if applicable, be subject to a Second Lien Intercreditor Agreement), (B) shall not mature earlier than provide that the borrowing, prepayments and repayment (except for (1) payments of interest and fees at different rates on Incremental Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Incremental Revolving Credit Commitments and (3) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (E) below)) of Loans with respect to the Incremental Revolving Credit Facilities in effect Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Effective Date (prior to giving effect to any extensions thereof)Incremental Facility Closing Date, (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m2.03(l) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m2.03(l) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (ED) shall may provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis or less than pro rata basis (but not greater than pro rata basis) with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that including, for the applicable avoidance of doubt, on a less than pro rata basis permitting the Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared earlier maturing Revolving Credit Commitments or Revolving Loans prior to any other Class with a later maturity date than such Classthe permanent repayment and termination of the applicable Incremental Revolving Credit Commitments and Incremental Revolving Loans, (FE) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (GF) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior NEWYORK 8648768 (2K) to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine three (93) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (HG) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, subject to clause (e)(iii) below, and (IH) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater (x) secured by any asset other than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate Collateral or (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floory) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that guaranteed by any increase in All-In Yield to such Term B Loan due to the application of person other than a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanGuarantor.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above e)(i)(C)above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental CommitmentsClass, and except as otherwise set forth herein, shall be as agreed between the Borrower and the applicable Incremental Lenders or lenders providing such Incremental Commitments, as applicable; provided that in no event will any Incremental Term Loans be permitted to be voluntarily or mandatorily prepaid prior to the extent not identical to repayment in full of the Initial Term A Loans, unless accompanied by at least a ratable payment of the Initial Term B Loans (provided that (x) any Refinancing Amendment, Extension Amendment or any Class of Revolving Credit Incremental Amendment may provide that the applicable Incremental Lenders or lenders providing such Incremental Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall (x) reflect market terms receive a less than ratable payment and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) the foregoing shall not be reasonably satisfactory construed to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case prohibit a prepayment of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any given Class of Revolving Credit CommitmentsIncremental Term Loans (without an accompanying prepayment of Initial Term Loans) in connection a Permitted Repricing Amendment for, or the termsincurrence of Replacement Term Loans to refinance, provisions and documentation of such Incremental Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date). In any event: (i) the Incremental Term Loans:Loans (except as otherwise specified below in this clause (i) or in clause (iii) below): (A) (1) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans,Loans and (2)(x) shall not be secured by any Lien on any property or asset that does not constitute Collateral securing the Facilities and (y) shall not be guaranteed by any Person other than the Guarantors under the Facilities; (B) (i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to of the Initial Term A Loans made on outstanding at the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to time of incurrence of such Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof),; (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Initial Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence),; (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) belowabove, shall have amortization determined by the applicable Borrower and the applicable Incremental Term Lenders or other Additional Lenders,; (E) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Initial Term Loans hereunder, as specified in the applicable Incremental Amendment,Amendment or definitive documentation; (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, [reserved]; and (G) the other terms of any Incremental Term Loans that are not consistent with the then existing Initial Term Loans (other than pursuant to clauses (A) through (F) above) shall be no less favorable (taken as a whole) to the Lenders under the then existing Initial Term Loans than those applicable to the then existing Initial Term Loans or otherwise reasonably acceptable to the Administrative Agent (except for (x) covenants or other provisions applicable only to periods after the Maturity Date of the Initial Term Loans or any Indebtedness incurred under this Section 2.14 existing at the time of incurrence of such Incremental Term Loans and (y) any financial maintenance covenant to the extent provided in such covenant is also added for the immediately preceding clause (Fbenefit of the Lenders under the applicable Facility), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the all material terms (other than pricing, maturity and fees) of any Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be identical to the Revolving Credit Commitments and the Revolving Credit Loans, other than the Maturity Date and as set forth in this Section 2.14(e)(ii) (with immaterial terms being as agreed between the Borrower and the Incremental lenders providing such Incremental Revolving Credit Commitments or Incremental Revolving Loans), which shall be subject to clauses (A) through (G) below; provided that notwithstanding anything to the contrary in this Section 2.14 or otherwise: (A) (1) any such Incremental Revolving Credit Commitments or Incremental Revolving Loans shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans,Loans and (2) (x) shall not be secured by any Lien on any property or asset that does not constitute Collateral securing the Facilities and (y) shall not be guaranteed by any Person other than the Guarantors under the Facilities; (B) any such Incremental Revolving Credit Commitments or Incremental Revolving Loans shall not mature earlier than (or require mandatory commitment reductions prior to) the Latest Maturity Date with respect to the of any Revolving Credit Facilities in effect on Loans outstanding at the Effective Date (prior to giving effect to any extensions thereof),time of incurrence of such Incremental Revolving Credit Commitments; (C) [reserved],the borrowing and repayment (except for (1) payments of interest and fees at different rates on Incremental Revolving Credit Commitments (and related outstandings), (2) repayments required upon the maturity date of the Incremental Revolving Credit Commitments and (3) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (E) below)) of Loans with respect to Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments on the Incremental Facility Closing Date; (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to 2.04(g),to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date maturity date when there exists Incremental Revolving Credit Commitments with a longer Maturity Datematurity date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section Sections 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date maturity date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued),; (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater better than a pro rata basis as compared to any other Class with a later maturity date than such Class,; (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date,; and (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) three different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. BorrowerDates. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Effective Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Incremental Term Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that that, with respect to any Incremental Term Loans made under Incremental Term B CommitmentsCommitments after the Closing Date, the All-In Effective Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Effective Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Initial Term B Loans established on the Third Restatement Effective Date Loans, plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Initial Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Effective Yield under this Agreement on such the Initial Term B Loans to equal the All-In Effective Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any if such Incremental Term Loan includes a Eurocurrency floor greater than 1.00% per annum or a Base Rate floor greater than 2.00% per annum, such differential between the Eurocurrency or Base Rate floors shall be equated to the applicable Effective Yield for purposes of determining whether an increase to the interest rate margin under the Initial Terms Loans shall be required, but only to the extent an increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental in the Initial Term B Loan shall be effected solely through Loans would cause an increase in (or implementation ofthe interest rate then in effect thereunder, as applicable) any and in such case, the Eurocurrency Rate or Base Rate floor (but not the interest rate margin) applicable to the Initial Term Loans shall be increased to the extent of such Term B Loandifferential between the Eurocurrency or Base Rate floors.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi)-(vii) reflect market terms below, as applicable, and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be otherwise reasonably satisfactory to the Administrative Agent (except for covenants or otherwise market prevailing terms at such time; provided that other provisions (i) conformed (or added) in the Loan Documents pursuant to the related Refinancing Amendment, (x) in the case of a any Class of Refinancing Term A Loan IncreaseLoans and Refinancing Term Commitments, a for the benefit of the Term B Loan Increase or a Revolving Commitment Increase Lenders and (y)) in the case of any Class of Refinancing Revolving Loans and Refinancing Revolving Credit Commitments, for the terms, provisions and documentation benefit of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, Lenders or (ii) applicable only to periods after the Latest Maturity Date as existing on of the Incremental Facility Closing Loan Assumption Agreement Date). In any event, (A) the Refinancing Term Loans: (i) as of the Incremental Term Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and Refinanced Debt, (ii) with respect to Incremental Term B Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Refinanced Debt, (Diii) shall have an Applicable Rate andinterest rate (which may be fixed or variable), margin (if any) and interest rate floor (if any), and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iiie)(ii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Refinancing Term Lenders, (Eiv) shall have fees determined by the Borrower and the applicable Refinancing Loan arranger(s), (v) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basisbasis (except for prepayments of any Class of Loans with an earlier maturity date than any other Class of Loans, except as expressly provided hereinprepayments in connection with a refinancing of such Refinancing Loans or pursuant to Section 2.13(h))) in any mandatory or voluntary prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (Fvi) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus accrued but unpaid interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (Avii) shall have the same rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except other Obligations as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders Refinanced Debt and shall be set forth secured by the Collateral and shall have the same rank in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms right of this Agreement as amended through the date of such calculation security with respect to the Term B Loans established on other Obligations as the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis pointsRefinanced Debt; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.and

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Refinancing Term Loans: (A) as of the Refinancing Facility Closing Date, shall rank pari passu in right not have a final scheduled maturity date earlier than the Maturity Date of payment and of security with the Revolving Credit Loans and the Term LoansRefinanced Debt, (B) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt, (except by virtue of amortization C) shall have an Applicable Rate and Eurocurrency Rate or prepayment of the Term A Loans prior Base Rate floor (if any), and subject to the time of such incurrenceclauses (e)(i)(A) and (iie)(i)(B) with respect to Incremental above, amortization determined by the Borrower and the applicable Refinancing Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Lenders, (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower and the applicable Incremental Refinancing Term LendersLoan arranger(s), (E) may participate on a pro rata basis, less or greater than pro rata basis in any voluntary prepayments or cancellations hereunder or on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified or if junior in the applicable Incremental Amendmentright of security, shall be on a junior basis with respect thereto, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (G) except (I) shall rank pari passu or junior in right of payment with the Obligations under Term Loans and Revolving Credit Loans that are senior in right of payment and (II) shall be secured by the Collateral and shall rank pari passu or junior in right of security with the Obligations under Term Loans and Revolving Credit Loans that are secured on a first lien basis (and, if applicable, subject to a subordination agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other intercreditor agreement or arrangement reasonably satisfactory to the Borrower and the Administrative Agent); (H) to the extent provided in applicable, shall be subject to the immediately preceding clause (F)Existing Intercreditor Agreement, may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower.and (ii) the Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans: (A) (I) shall rank pari passu or junior in right of payment with the Obligations under the Term Loans and Revolving Credit Loans that are senior in right of payment and (II) shall rank pari passu in right of payment and of security with the Obligations under the Term Loans and Revolving Credit Loans and the Term Loansthat are secured on a first lien basis, (B) shall not mature have a final scheduled maturity date or commitment reduction date earlier than the Maturity Date or commitment reduction date, respectively, with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof)Refinanced Debt, (C) [reserved]shall provide that the borrowing and repayment (except for (1) payments of interest and fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Refinancing Revolving Credit Commitments and (3) repayment made in connection with a permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be made on a pro rata basis or less than a pro rata basis (but not more than a pro rata basis) with all other Revolving Credit Commitments then existing on the Refinancing Facility Closing Date, (D) shall may be elected to be included as additional Participating Revolving Credit Commitments under the Refinancing Amendment, subject to the provisions consent of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans Lender and Letters of Credit which mature or expire after a Maturity each L/C Issuer, and on the Refinancing Facility Closing Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Participating Revolving Credit Lenders with Commitments in accordance with their percentage of the U.S. Participating Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without after giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters such Refinancing Amendment, provided, such election may be made conditional upon the termination of one or more other Participating Revolving Credit theretofore incurred or issued)Commitments, (E) shall may provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis, less than pro rata basis or greater than pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such ClassCommitments, (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Refinancing Facility Closing Date, (G) shall provide that any Incremental have an Applicable Rate and Eurocurrency Rate or Base Rate floor (if any) determined by the Borrower and the applicable Refinancing Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative AgentLenders, (H) shall have an Applicable Rate fees determined by the applicable Borrower and the applicable Incremental Refinancing Revolving Credit Lenders, andCommitment arranger(s), (I) may be borrowed by shall not have a greater principal amount of Commitments than the Parent Borrower or principal amount of the U.S. Borrower.Commitments of the Refinanced Debt and accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing; and (iiiJ) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable shall be subject to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanExisting Intercreditor Agreement.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Credit Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Lead Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be consistent with clauses (xi) reflect market terms through (iii) below, as applicable, and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be otherwise reasonably satisfactory to the Administrative Agent (except for covenants or otherwise market prevailing terms at such timeother provisions (a) conformed (or added) in the Loan Documents pursuant to the related Incremental Amendment, (x) in the case of any Class of Incremental Term Loans and Incremental Term Commitments, for the benefit of the Term Lenders and (y) in the case of any Class of Incremental Revolving Credit Loans and Incremental Revolving Credit Commitments, for the benefit of the Revolving Credit Lenders or (b) applicable only to periods after the Latest Maturity Date as of the Incremental Amendment Date); provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation (other than the Incremental Amendment evidencing such increase) of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than than, solely in the case of a Revolving Commitment Increase, with respect to upfront fees, OID or similar fees) to the applicable Class of Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) (I) shall rank pari passu or junior in right of payment with the 2018 Refinancing Term Loans, the 2021 Incremental Term Loans and the Initial2021 Refinancing Revolving Credit Commitments and the 2021 Refinancing Revolving Credit Loans thereunder, (II ) no Person other than a Loan Party shall provide a Guarantee or otherwise be an obligor with respect to such Incremental Term Loans, (III) the obligations in respect thereof shall not be secured by any Lien on any asset other than the Collateral and (IV) shall rank pari passu or junior in right of security with the 2018 Refinancing Term Loans, 2021 Incremental Term Loans and 2021 Refinancing Revolving Credit Loans (and subject to a Subordination Agreement (if subject to payment subordination) and/or a Second Lien Intercreditor Agreement (if subject to lien subordination) (or, alternatively, terms in the Incremental Amendment substantially similar to those in such applicable agreement, as agreed by the Lead Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement satisfactory to the Lead Borrower and the Term LoansAdministrative Agent), (B) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the 2018 Refinancing Term A Loans made on Loans, the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to 2021 Incremental Term B Loans, shall not mature earlier than Loans or any Extended Term Loans as to which the Maturity Date with respect to 2018 Refinancing Term Loans or the 2021 Incremental Term B Loans made on were the Third Restatement Effective Date (prior to giving effect to any extensions thereof)Existing Term Loan Tranche, (C) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the 2018 Refinancing Term A Loans on Loans, the date of incurrence of such 2021 Incremental Term A Loans (except by virtue of amortization or prepayment of any Extended Term Loans as to which the 2018 Refinancing Term A Loans prior to or the time of such incurrence) and (ii) with respect to 2021 Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than Loans were the remaining Weighted Average Life to Maturity of the Existing Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Loan Tranche, (D) shall have an Applicable Rate andMargin, and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) belowabove, amortization determined by the applicable Lead Borrower and the applicable Incremental Term Lenders; provided the Applicable Margin and amortization for a Term Loan Increase shall be (x) the Applicable Margin and amortization for the Class being increased or (y) in the case of the Applicable Margin, higher than the Applicable Margin for the Class being increased as long as the Applicable Margin for the Class being increased shall be automatically increased as and to the extent necessary to eliminate such deficiency, (E) shall have fees determined by the Lead Borrower and the applicable Incremental Term Loan arranger(s), and (F) may participate on (I) a pro rata basis, less than pro rata basis or greater than pro rata basis in any voluntary prepayments of Term Loans hereunder and (II) a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis except as expressly provided hereinfor prepayments pursuant to Section 2.05(b)(iii)(x) and 2.05(b)(vi)(A)(y)) in any mandatory prepayments of Term Loans hereunder, as specified ; provided that any such Incremental Term Loans that are junior in the applicable Incremental Amendment, (F) made right of payment or security with respect to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except 2018 Refinancing Term Loans and the 2021 Incremental Term Loans may only participate in any such mandatory prepayments on a junior basis to the extent provided 2018 Refinancing Term Loans, the 2021 Incremental Term Loans and any then-existing Term Loans that are pari passu in right of payment and security with the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than 2018 Refinancing Term Loans and the Parent Borrower and/or the U.S. Borrower.2021 Incremental Term Loans; (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Credit Loans: (A) (I) shall rank pari passu or junior in right of payment with the 2018 Refinancing Term Loans, the 2021 Incremental Term Loans and the Initial2021 Refinancing Revolving Credit Commitments and the 2021 Refinancing Revolving Credit Loans thereunder, (II) no Person other than a Loan Party shall provide a Guarantee or otherwise be an obligor with respect to such Incremental Revolving Credit Commitments and Incremental Revolving Credit Loans, (III) the obligations in respect thereof shall not be secured by any Lien on any asset other than the Collateral and (IV) shall rank pari passu in right of payment and of security with the 2018 Refinancing Term Loans, the 2021 Incremental Term Loans and 2021 Refinancing Revolving Credit Loans and available under the Term LoansInitial2021 Refinancing Revolving Credit Commitments, (B) (I) shall not mature have a final scheduled maturity date or commitment reduction date earlier than the Maturity Date with respect to the Initial2021 Refinancing Revolving Credit Facilities in effect on the Effective Date Commitments and (II) shall not have any scheduled amortization or mandatory commitment reduction prior to giving effect the Maturity Date with respect to any extensions thereof)the Initial2021 Refinancing Revolving Credit Commitments, (C) [reserved], shall provide that the borrowing and repayment (Dexcept for (1) shall be subject to the provisions payments of Sections 2.03(m) interest and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists fees at different rates on Incremental Revolving Credit Commitments (and related outstandings), (2) repayments required upon the Maturity Date of the Incremental Revolving Credit Commitments and (3) repayment made in connection with a longer Maturity Date, all Swing Line Loans permanent repayment and Letters the termination or reduction of Credit shall be participated on a pro rata basis by all Lenders with Commitments commitments (in accordance with their percentage clause (E) below)) of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date Loans with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis or less than a pro rata basis (but not more than a pro rata basis) with all other Revolving Credit Commitments then existing on the Incremental Facility Closing Date, (D) may be elected to be included as additional Participating Revolving Credit Commitments under the Incremental Amendment (or in the case of any Revolving Commitment Increase to an existing Class of Participating Revolving Credit Commitments, except that the applicable Borrower shall be permitted included), subject to permanently repay (other than in the case of a Revolving Commitment Increase) the consent of the Swing Line Lender and terminate commitments each L/C Issuer, and on the Incremental Facility Closing Date all Swing Line Loans and Letters of any such Class Credit shall be participated on a greater than a pro rata basis by all Participating Revolving Credit Lenders in accordance with their percentage of the Participating Revolving Credit Commitments existing after giving effect to such Incremental Amendment, provided, such election may be made conditional upon the maturity of one or more other Participating Revolving Credit Commitments, provided, further, that in connection with such election the Swing Line Lender or the L/C Issuers may, in their sole discretion and with the consent of the Administrative Agent (not to be unreasonably withheld or delayed), agree in the applicable Incremental Amendment to increase the Swing Line Sublimit or the Letter of Credit Sublimit so long as compared to any such increase does not exceed the amount of the additional Participating Revolving Credit Commitments, (E) may provide that the permanent repayment of Revolving Credit Loans in connection with or permanent reduction or termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date be made on a pro rata basis, less than pro rata basis or greater than pro rata basis with all other Class with a later maturity date than such ClassRevolving Credit Commitments, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate Margin determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders; provided that the Applicable Margin for a Revolving Commitment Increase shall be (x) the Applicable Margin for the Class being increased or (y) higher than the Applicable Margin for the Class being increased as long as the Applicable Margin for the Class being increased shall be automatically increased as and to the extent necessary to eliminate such deficiency, and (IH) may be borrowed shall have fees determined by the Parent Lead Borrower or and the U.S. Borrowerapplicable Incremental Revolving Credit Commitment arranger(s). (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Credit Loans of each Class shall be determined by the applicable Lead Borrower and the applicable new Incremental Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made within twelve (12) months after the 2021 Incremental Term Loan Effective Date under Incremental Term B CommitmentsCommitments that are pari passu in right of payment and security with the 2021 Incremental Term Loans, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable with respect to 2021 Incremental Term Loans pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 75 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency LIBO Rate or Base Rate floor) with respect to the 2021 Incremental Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield on the 2021 Incremental Term Loans under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 75 basis points; provided provided, further, that any increase in All-In Yield to such any 2021 Incremental Term B Loan due to the application or imposition of a Eurocurrency LIBO Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency LIBO Rate or Base Rate floor applicable to such 2021 Incremental Term B Loan; provided, further, that the provisos to this clause (iii) shall not apply to Incremental Facilities (a) incurred in connection with a Permitted Investment or Permitted Acquisition, (b) in an aggregate principal amount for all Incremental Facilities excluded by operation of this clause (b) less than the greater of (x) $150.0 million and (y) 35.0% of Consolidated EBITDA, (c) having a maturity date that is one year after the Maturity Date of the 2021 Incremental Term Loans or (d) that are not in the form of broadly syndicated floating rate U.S. dollar term loans.

Required Terms. The terms, provisions and documentation of the Incremental Term Refinancing Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, Loans each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Refinancing Term Loans: (A1) shall rank pari passu in right as of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on Refinanced Debt, (2) as of the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B LoansRefinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Refinanced Debt, (D3) shall have an Applicable Margin and LIBOR Rate andor Base Rate floor (if any), and subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii1) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Term Refinancing Lenders, (E4) shall have fees determined by the Borrower and the applicable Refinancing Loan arranger(s), (5) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basisbasis (except in respect of any Refinanced Debt, except as expressly provided hereinprepayments with Borrower Retained Prepayment Amounts or any voluntary prepayments of any Class of Loans with an earlier Maturity Date than any other Classes of Loans)) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified or if junior in the applicable Incremental Amendmentright of security, shall be on a junior basis with respect thereto, (F6) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (G7) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (AI) shall rank pari passu or junior in right of payment with the Obligations under the Initial Loans that are senior in right of payment and (II) shall be secured by the Collateral and shall rank pari passu or junior in right of security with the Revolving Credit Obligations under the Initial Loans (and, if applicable, subject to a subordination agreement and/or an intercreditor agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and the Term Loans, (BAdministrative Agent) shall not mature earlier than the Maturity Date with respect or other lien subordination and intercreditor arrangement satisfactory to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) Borrower and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower). (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower Borrowers and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the other Incremental Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be consistent with clauses (xi) reflect market terms through (iii) below, as applicable, and conditions otherwise as reasonably satisfactory to Administrative Agent (but in no event shall any such Incremental Facility have covenants and defaults materially more restrictive (taken as a whole) than those under this Agreement except for covenants and defaults applicable only to periods after the Latest Maturity Date at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such timeIncremental Facility Closing Date); provided that in the case of a an Incremental Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID original issue discount or similar fees) to the any applicable Incremental Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event: (i) the Incremental Term Loans: (A) shall rank (I) pari passu in right of payment and (II) pari passu in right of security with the Revolving Credit Loans and the any other outstanding Incremental Term Loans, (B) (i) with respect to as of the Incremental Term A LoansFacility Closing Date, shall not mature have a Maturity Date earlier than the Maturity Date with respect to the Loans and Commitments in effect as of the effective date of such Incremental Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than thereof occurring after the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereofDate), (C) (i) with respect to shall have an amortization schedule as determined by the Borrowers and the applicable new Lenders, provided that, as of the Incremental Facility Closing Date, such Incremental Term A Loans, Loans shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the any other outstanding Incremental Term A Loans (as originally in effect prior to any amortization or prepayments thereto) on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence), (D) shall have have, subject to clause (e)(iii) below, an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower Borrowers and the applicable Incremental Term Lenders, (E) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in shall have fees determined by the Borrowers and the applicable Incremental AmendmentTerm Loan arranger(s), (F) made with respect to any Incremental Term Loans structured as term B loans, may include such “most favored nation” pricing protections and a lower minimum assignment amount than is required under Section 10.07(b)(ii)(A), as determined by the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent Borrowers and the applicable Lenders, 193389590_5 (G) may include mandatory prepayments as determined by the Administrative Agent, the Borrowers and the applicable Incremental Term Lenders on the date of $400,000,000incurrence of such Incremental Term Loans, and (GH) except to the extent provided in the immediately preceding clause (F), may not be borrowed (x) secured by any Loan Party or any Restricted Subsidiary thereof assets other than the Parent Borrower and/or the U.S. Borrower.Collateral or (y) guaranteed by any Person other than a Guarantor; (ii) the Incremental terms, provisions and documentation of any Revolving Credit Commitments and Incremental Revolving Loans: (A) Commitment Increase shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect be identical to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Datebeing increased, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except ; provided that the Borrowers and the applicable Borrower shall be permitted new Lenders may agree to permanently repay higher interest rates, upfront fees and terminate commitments of any such Class on a greater than a pro rata basis as compared Adjusted Term SOFR or Base Rate floors in each applicable Incremental Amendment if the interest rate margins, upfront fees and Adjusted Term SOFR or Base Rate floors with respect to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental the existing Revolving Credit Commitments are increased so as to cause the then applicable interest rate, upfront fees, and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Adjusted Term SOFR or Base Rate floors under this Agreement on such Revolving Credit Commitments to equal the interest rate, upfront fees, and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class Adjusted Term SOFR or Classes, as the case may be, of Commitments from the Classes constituting the Base Rate floors then applicable Revolving Credit Commitments prior to the Incremental Facility Closing DateRevolving Commitment Increase; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower Borrowers and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Refinancing Loans and Incremental Term Refinancing Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, each Loans existing on the Incremental Refinancing Facility Closing Date, shall (x) reflect market be consistent with the terms below, as applicable, and conditions (taken as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event, the Refinancing Loans: (i) as of the Incremental Term Loans: Refinancing Facility Closing Date, shall not have a final scheduled maturity date earlier than (A) shall rank with respect to Refinancing Loans secured on a pari passu in right of payment and of security basis with the Revolving Credit Initial Loans, the Maturity Date of the Initial Loans and (B) with respect to any other Refinancing Loans, the Term date that is 91 days after the Maturity Date of the Initial Loans, (Bii) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence)Refinanced Debt, (Diii) shall have an Applicable Rate andand Eurocurrency Rate or Base Rate floor (if any), and subject to clauses (e)(i)(Be)(i) and (e)(i)(Ce)(ii) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Term Refinancing Lenders, (Eiv) shall have fees determined by the Borrower and the applicable Refinancing Term Loan arranger(s), (v) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basisbasis (except for prepayments pursuant to Section 2.03(b)(iii)(b) and, except as expressly provided hereinsolely in respect of any Class of Loans (other than the Initial Loans) with a later Maturity Date than such Incremental Loans, Section 2.03(b)(iv)(A)(y)) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (Fvi) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent have a greater principal amount than the principal amount of $400,000,000the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, OID and upfront fees associated with the refinancing, and (Gvii) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: shall (A) (I) rank pari passu or junior in right of payment with the Initial Loans, (II) not be secured by any assets not constituting Collateral and shall rank pari passu or junior in right of payment and of security with the Revolving Credit Initial Loans (and, if applicable, subject to a Subordination Agreement and/or the Second Lien Intercreditor Agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and the Term Loans, (BAdministrative Agent) shall not mature earlier than the Maturity Date with respect or other lien subordination and intercreditor arrangement satisfactory to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) Borrower and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, ) and (HIII) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date guaranteed by any Person that is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of not a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanGuarantor.

Required Terms. The terms, provisions and documentation of the Incremental Refinancing Term Loans and Incremental Refinancing Term Commitments or the Incremental Refinancing Revolving Loans and Incremental Refinancing Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower Borrowers and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans (or constituting a part of) any Class of Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (i) and (ii) below, as applicable, and otherwise, at the option of the Borrowers, either (x) reflect market terms and conditions (taken as a whole) at the time of incurrence of such Indebtedness refinancing (as determined by the Parent Administrative Borrower in good faith) or (y) if not consistent with the terms of the corresponding Class under the Facilities, not be reasonably satisfactory materially more restrictive to the Borrowers (as determined by the Administrative Agent Borrower in good faith), when taken as a whole, than the terms of the applicable Class under the Facilities being refinanced or otherwise market prevailing terms replaced (except for covenants or other provisions applicable only to periods after the Latest Maturity Date of the Term Loans and Revolving Credit Commitments existing at the time of such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase refinancing). If necessary to consummate any such Refinancing Loans or a Revolving Commitment Increase of any Refinancing Commitments as fungible for U.S. federal income tax purposes with an existing Class of Term Loans or Revolving Credit Commitments, the terms, provisions interest rate margins and documentation rate floors on the applicable existing Class of such Term A Loan Increase, Term B Loan Increase Loans or Revolving Commitment Increase shall Credit Commitments may be identical (other than with respect to upfront fees, OID or similar fees) automatically increased and any call protection provision may be made more favorable to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateLenders. In any event: (i) the Incremental The Refinancing Term Loans: (A) shall rank pari passu in right as of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect of the Refinanced Debt; provided that (I) Refinancing Term Loans consisting of a customary bridge facility so long as the long-term Indebtedness into which such customary bridge facility is to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) be converted satisfies this criteria and (iiII) with respect any Refinancing Term Loans in an aggregate amount not to Incremental Term B Loansexceed the then available Inside Maturity Basket may, shall not mature in each case, have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof),Refinanced Debt; (CB) (i) with respect to Incremental Term A Loansas of the Refinancing Facility Closing Date, shall not have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Refinanced Debt; provided that (I) Refinancing Term A Loans on consisting of a customary bridge facility so long as the date of incurrence of long-term Indebtedness into which such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior customary bridge facility is to the time of such incurrence) be converted satisfies this criteria and (iiII) with respect any Refinancing Term Loans in an aggregate amount not to Incremental Term B Loansexceed the then available Inside Maturity Basket may, shall in each case, have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Refinanced Debt; (C) shall have an Applicable Rate and Term B SOFR or Base Rate floor (if any), and subject to clauses (e)(i)(A) and (e)(i)(B) above, amortization determined by the Borrowers and the applicable Refinancing Term Lenders; provided that if the Applicable Rate and Term SOFR or Base Rate floor (if any) for Refinancing Term Loans on that constitute an increase to an existing Class of Term Loans is higher than the date of incurrence of such Incremental Applicable Rate and Term B Loans SOFR or Base Rate floor (except by virtue of amortization or prepayment of if any) for the Term B Loans prior Class being increased, then the Applicable Rate for the Class being increased shall be automatically increased as and to the time of extent necessary to eliminate such incurrence),deficiency. (D) shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization fees determined by the applicable Borrower Borrowers and the applicable Incremental Term Lenders,arranger(s); (E) shall not be subject to any Guarantee by any Subsidiary other than a Loan Party; (F) may provide for the ability to participate on a pro rata basis or less than or greater than a pro rata basis in any voluntary prepayments with any other Class of outstanding Term Loans and may provide for the ability to participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor AHYDO Payments and prepayments pursuant to Section 2.05(b)(iv) and Section 2.05(b)(vi)(A)(y))) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and; (G) except shall not have a greater principal amount than the principal amount of the Refinanced Debt plus any accrued but unpaid interest on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the extent provided permanently terminated at the time of incurrence of such new Indebtedness plus the amount of any tender premium or penalty or premium required to be paid under the terms of the instrument or documents governing such Refinanced Debt and any defeasance costs and any fees and expenses (including OID, upfront fees or similar fees) incurred in connection with the immediately preceding clause (F)issuance of such Refinancing Term Loans plus other amounts permitted to be incurred under Sections 7.01 and 7.03, may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower.as applicable; (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (Ai) shall rank pari passu in right of payment and or junior in right of security payment with the Obligations under the then existing Term Loans and Revolving Credit Loans and (ii) will either be secured solely by the same Collateral securing the Obligations or shall be unsecured and (ii) to the extent (x) secured by any Applicable Lien, shall be subject to the ABL Intercreditor Agreement, the Second Lien Intercreditor Agreement and, if applicable, the First Lien Intercreditor Agreement and (y) secured by Liens on the Collateral (other than Applicable Liens), shall be subject to the Second Lien Intercreditor Agreement and the ABL Intercreditor Agreement or, in each case, to intercreditor arrangements reasonably satisfactory to the Administrative Agent, as applicable; (ii) the Refinancing Revolving Credit Commitments and Refinancing Revolving Loans: (A) (i) shall rank pari passu in right of payment with, or junior in right of payment to, the Obligations under the then existing Term Loans,Loans and Revolving Credit Loans and will either be secured solely by the same Collateral securing the Obligations or shall be unsecured and (ii) to the extent (x) secured by any Applicable Lien, shall be subject to the Second Lien Intercreditor Agreement and, if applicable, the First Lien Intercreditor Agreement and the ABL Intercreditor Agreement, and (y) secured by Liens on the Collateral (other than Applicable Liens), shall be subject to the Second Lien Intercreditor Agreement and, if applicable, the ABL Intercreditor Agreement or, in each case, to intercreditor arrangements reasonably satisfactory to the Administrative Agent, as applicable; (B) shall not mature have a final scheduled maturity date earlier than than, or mandatory scheduled commitment reductions prior to, the Maturity Date with respect to the Refinanced Debt; provided that, any Refinancing Revolving Credit Facilities Commitments and Refinancing Revolving Loans in effect on an aggregate amount not to exceed the Effective Date (prior then available Inside Maturity Basket may have a Weighted Average Life to giving effect Maturity shorter than the remaining Weighted Average Life to any extensions thereof),Maturity of the Refinanced Debt; (C) [reserved], shall provide that the borrowing and repayment (Dexcept for (1) shall be subject to the provisions payments of Sections 2.03(m) interest and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental fees at different rates on Refinancing Revolving Credit Commitments (and related outstandings), (2) repayments required upon the applicable Maturity Date of the Refinancing Revolving Credit Commitments and any other Class of Revolving Credit Commitments, and (3) repayments made in connection with a longer Maturity Date, all Swing Line permanent repayment and termination of commitments (in accordance with clause (E) below)) of Loans and Letters of with respect to Refinancing Revolving Credit Commitments after the associated Refinancing Facility Closing Date shall be participated made on a pro rata basis by with all Lenders with Commitments in accordance with their percentage of the U.S. other Revolving Credit Commitments existing on the Incremental Facility Closing Date Commitments; (D) may include provisions for letter of credit and except as provided swing line subfacilities and may be available in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued),Dollars; (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination or reduction of, Incremental Refinancing Revolving Credit Commitments after the associated Incremental Refinancing Facility Closing Date shall be made on a pro rata basis or less than pro rata basis (but not greater than pro rata basis) with all other Revolving Credit Commitments existing on the Incremental Facility Closing DateCommitments, except that the applicable Borrower Borrowers shall be permitted to permanently repay and terminate commitments Commitments (I) in respect of any such Class of Revolving Credit Loans on a greater than a pro rata basis as compared to any other Class of Revolving Credit Loans with a later maturity date Maturity Date than such Class,Class or (II) in connection with any refinancing thereof permitted by this Agreement; (F) shall provide that assignments and participations of Incremental Refinancing Revolving Credit Commitments and Incremental Refinancing Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans then existing on the Incremental Refinancing Facility Closing Date,; (G) shall provide have an Applicable Rate and Term SOFR or Base Rate floor (if any) determined by the Borrowers and the applicable Refinancing Revolving Credit Lenders; provided that if the Applicable Rate and Term SOFR or Base Rate floor (if any) with respect to any Incremental Refinancing Revolving Credit Commitments may that constitute a separate an increase to an existing Class or Classes, as the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior is higher than the Applicable Rate and Term SOFR or Base Rate floor (if any) for the Class being increased, then the Applicable Rate for the Class being increased shall be automatically increased as and to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed extent necessary to by the Administrative Agent,eliminate such deficiency; (H) shall have an Applicable Rate fees determined by the applicable Borrower Borrowers and the applicable Incremental Refinancing Revolving Credit Lenders, andCommitment arranger(s); (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be subject to any Guarantee by any Subsidiary other than a Loan Party; and (J) shall not have a greater principal amount of Commitments than the applicable All-In Yield payable pursuant principal amount of the utilized Commitments of the Refinanced Debt plus any accrued but unpaid interest on such Refinanced Debt plus existing commitments unutilized under such Refinanced Debt to the extent permanently terminated at the time of incurrence of such new Indebtedness plus the amount of any tender premium or penalty or premium required to be paid under the terms of this Agreement as amended through the date instrument or documents governing such Refinanced Debt and any defeasance costs and any fees and expenses (including OID, upfront fees or similar fees) incurred in connection with the issuance of such calculation with respect Refinancing Revolving Credit Commitments or Refinancing Revolving Loans plus other amounts permitted to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield be incurred under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation ofSections 7.01 and 7.03, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.

Required Terms. The terms, provisions and documentation of the Incremental Term Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Lenders providing such Incremental Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of then-existing Term Loans or Revolving Credit Commitments, as applicable, each existing on the Incremental Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) applicable, and otherwise shall be reasonably satisfactory to the Administrative Agent (except to the extent such terms are (a) conformed (or otherwise added) in the Credit Documents pursuant to the related Incremental Amendment for the benefit of all Lenders, (b) applicable only to periods after the Latest Maturity Date as of the Incremental Amendment Date or (c) current market prevailing terms at for such timetype of Indebtedness (as determined in good faith by the Borrower)); provided that (x) in the case of a an Incremental Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit CommitmentsIncrease, the terms, provisions and documentation (other than the Incremental Amendment evidencing such increase) of such Incremental Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable any then-existing Term A Loans, Term B Loans Loan Facility or Class of Revolving Credit Commitments being increasedFacility, as applicable, in each case, as existing on the Incremental Facility Closing DateDate (after giving effect to Section 2.18(e)) and (y) if such terms are more restrictive than the terms of any then-existing Term Loan Facility or Revolving Credit Facility, as the case may be, such more restrictive terms shall be conformed (or added) to the Credit Documents for the benefit of the then-existing Facilities. In any event: : (i) the Incremental Term Loans: : (A) (I) shall rank pari passu or junior in right of payment with the Obligations under Term Loans and Revolving Credit Loans that are senior in right of payment, (II) shall be secured by the Collateral and shall rank pari passu or junior in right of security with the Obligations under Term Loans and Revolving Credit Loans that are secured on a first lien basis (and subject to a Subordination Agreement (if subject to payment subordination) and/or a Junior Lien Intercreditor Agreement (if subject to lien subordination) (or, alternatively, terms in the Incremental Amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or other lien subordination and intercreditor arrangements reasonably satisfactory to the Borrower and the Term Loans,Administrative Agent) and (III) shall be guaranteed by the Guarantors; 104 1010279941v18 (B) (i) with respect to as of the Incremental Term A LoansAmendment Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to the Term A Loans made on the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), Revolving Termination Date; (C) (iI) with respect to as of the Incremental Term A LoansAmendment Date, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity any then-existing Class of the Term A Loans on the date of incurrence of such Incremental Term A Loans and (except by virtue of amortization or prepayment of the Term A Loans prior II) subject to the time of such incurrence) and (ii) with respect to Incremental Term B Loansforegoing, shall have a Weighted Average Life to Maturity not shorter than an amortization schedule as determined by the remaining Weighted Average Life to Maturity of Borrower and the Term B Loans on the date of incurrence of such applicable Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrenceLoan arranger(s), ; (D) shall have an Applicable Rate andall-in-yield (whether in the form of interest rate margin, subject to clauses (e)(i)(BOID or otherwise) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the applicable Borrower and the applicable Incremental Term Lenders, ; provided that the Applicable Percentage and amortization for an Incremental Term Loan Increase shall be (I) the Applicable Percentage and amortization for the Class being increased or (II) higher than the Applicable Percentage for the Class being increased as long as the Applicable Percentage for the Class being increased shall be automatically increased as and to the extent necessary to eliminate such deficiency; (E) shall have fees determined by the Borrower and the applicable Incremental Term Loan arranger(s); and (F) may participate on (I) a pro rata basis, less than pro rata basis or greater than pro rata basis in any voluntary prepayments of any then-existing Class of Term Loans and (II) a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided hereinfor prepayments of any Class or Classes of Term Loans with a Maturity Date preceding the Maturity Date of the remaining Classes of Term Loans then outstanding or made with the proceeds of Refinancing Facilities)) in any mandatory prepayments of any existing Class of Term Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. ; (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: : (A) (I) shall rank pari passu or junior in right of payment with the Obligations under Term Loans and Revolving Credit Loans that are senior in right of payment, (II) shall be secured by the Collateral and shall rank pari passu or junior in right of security with the Revolving Credit Obligations under Term Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing that are secured on a first lien basis (and subject to a Subordination Agreement (if subject to payment subordination) and/or a Junior Lien Intercreditor Agreement (if subject to lien subordination) (or, alternatively, terms in the Incremental Facility Closing Date, (G) shall provide that any Incremental Revolving Credit Commitments may constitute a separate Class or ClassesAmendment substantially similar to those in such applicable agreement, as agreed by the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior Borrower and Administrative Agent) or other lien subordination and intercreditor arrangements reasonably satisfactory to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments Borrower and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, ) and (HIII) shall have an Applicable Rate determined be guaranteed by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, and (I) may be borrowed by the Parent Borrower or the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental AmendmentGuarantors; provided, however, that with respect to any Loans made under Incremental Term B Commitments, the All-In Yield applicable to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B Loan.105 1010279941v18

Required Terms. The terms, provisions and documentation of the Incremental Term Refinancing Loans and Incremental Term Commitments or the Incremental Revolving Loans and Incremental Revolving Credit Commitments, as the case may be, of any Class shall be as agreed between the applicable Borrower and the applicable Incremental Refinancing Lenders providing such Incremental Refinancing Commitments, and except as otherwise set forth herein, to the extent not identical to the Term A Loans, Term B Loans or any Class of Revolving Credit Commitments, as applicable, Loans each existing on the Incremental Refinancing Facility Closing Date, shall be consistent with clauses (xi) reflect market terms and conditions (taken ii) below, as a whole) at the time of incurrence of such Indebtedness (as determined by the Parent Borrower in good faith) or (y) be applicable, and otherwise reasonably satisfactory to the Administrative Agent or otherwise market prevailing terms at such time; provided that in the case of a Term A Loan Increase, a Term B Loan Increase or a Revolving Commitment Increase of any Class of Revolving Credit Commitments, the terms, provisions and documentation of such Term A Loan Increase, Term B Loan Increase or Revolving Commitment Increase shall be identical (other than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing DateAgent. In any event: (i) the Incremental Term Refinancing Loans: (A) shall rank pari passu in right as of payment and of security with the Revolving Credit Loans and the Term Loans, (B) (i) with respect to Incremental Term A LoansRefinancing Facility Closing Date, shall not mature have a final scheduled maturity date earlier than the Maturity Date with respect to of the Term A Loans made on Refinanced Debt; (B) as of the Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B LoansRefinancing Facility Closing Date, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Third Restatement Effective Date (prior to giving effect to any extensions thereof), (C) (i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans Refinanced Debt; (except by virtue of amortization C) any Permitted Junior Secured Refinancing Debt or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, Permitted Unsecured Refinancing Debt shall have a Weighted Average Life to final maturity date which is no earlier than ninety-one (91) days after the Latest Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence),Date then existing; (D) shall have an Applicable Margin and Adjusted LIBO Rate andor Base Rate floor (if any), and subject to clauses (e)(i)(BA) and (e)(i)(CB) above and clause (e)(iii) belowabove, amortization determined by the applicable Borrower and the applicable Incremental Term Refinancing Lenders,; (E) shall have fees determined by the Borrower and the applicable Refinancing Loan arranger(s); (F) may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, basis (except as expressly provided herein) in respect of any mandatory voluntary prepayments of Term any Class of Loans hereunder, as specified in the applicable Incremental Amendment, (F) made to the Swiss Subsidiary Borrower shall not exceed an aggregate Dollar Equivalent of $400,000,000, and (G) except to the extent provided in the immediately preceding clause (F), may not be borrowed by any Loan Party or any Restricted Subsidiary thereof other than the Parent Borrower and/or the U.S. Borrower. (ii) the Incremental Revolving Credit Commitments and Incremental Revolving Loans: (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Maturity Date with respect to the Revolving Credit Facilities in effect on the Effective Date (prior to giving effect to any extensions thereof), (C) [reserved], (D) shall be subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exists Incremental Revolving Credit Commitments with a longer Maturity Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the U.S. Revolving Credit Commitments existing on the Incremental Facility Closing Date (and except as provided in Section 2.03(m) and Section 2.04(g), without giving effect to changes thereto on an earlier Maturity Date than any other Classes of Loans)) in any voluntary or mandatory prepayments of Loans hereunder, or if junior in right of security, shall be on a junior basis with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (E) shall provide that the permanent repayment of Revolving Credit Loans with respect to, and termination of, Incremental Revolving Credit Commitments after the associated Incremental Facility Closing Date shall be made on a pro rata basis with all other Revolving Credit Commitments existing on the Incremental Facility Closing Date, except that the applicable Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a greater than a pro rata basis as compared to any other Class with a later maturity date than such Class, (F) shall provide that assignments and participations of Incremental Revolving Credit Commitments and Incremental Revolving Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and Revolving Credit Loans existing on the Incremental Facility Closing Datethereto, (G) shall provide not have a greater principal amount than the principal amount of the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees, expenses, original issue discount and upfront fees associated with the refinancing; Table of Contents (H) (I) shall rank pari passu or junior in right of payment with the Obligations under the initial Loans that any Incremental Revolving Credit Commitments are senior in right of payment and (II) shall be secured by the Collateral and shall rank pari passu (which may constitute be in the form of notes and loans limited to being unsecured or secured solely on a separate Class junior lien basis) or Classesjunior in right of security with the Obligations under the initial Loans (and, if applicable, subject to a subordination agreement and/or an intercreditor agreement (or, alternatively, terms in the Refinancing Amendment substantially similar to those in such applicable agreement, as agreed by the case may be, of Commitments from the Classes constituting the applicable Revolving Credit Commitments prior Borrower and Administrative Agent) or other lien subordination and intercreditor arrangement reasonably satisfactory to the Incremental Facility Closing Date; provided at no time shall there be Revolving Credit Commitments under a Revolving Credit Facility hereunder (including Incremental Revolving Credit Commitments Borrower and any original Revolving Credit Commitments) which have more than nine (9) different Maturity Dates unless otherwise agreed to by the Administrative Agent, (H) shall have an Applicable Rate determined by the applicable Borrower and the applicable Incremental Revolving Credit Lenders, ); and (I) may be borrowed by include any Previously Absent Financial Covenant so long as the Parent Borrower or Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such Previously Absent Financial Covenant for the U.S. Borrower. (iii) the amortization schedule applicable to any Incremental Term Loans and the All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loans benefit of each Class shall be determined by the applicable Borrower and the applicable new Lenders and shall be set forth in each applicable Incremental Amendment; (provided, however, that with if (x) the documentation governing any Refinancing Amendment that includes a Previously Absent Financial Covenant in respect to of and for the benefit of a “Revolving Commitment” only and (y) such Previously Absent Financial Covenant is a “springing” financial maintenance covenant solely for the benefit of a Class of revolving loans (and not any Loans made under Incremental Term B CommitmentsClass of term loans), the All-In Yield applicable Previously Absent Financial Covenant shall only be required to such Incremental Term B Loans shall not be greater than the applicable All-In Yield payable pursuant to the terms of included in this Agreement as amended through for the date benefit of such calculation with respect to the Term B Loans established on the Third Restatement Effective Date plus 50 basis points per annum unless the interest rate (together with, as provided in the proviso below, the Eurocurrency Rate or Base Rate floor) with respect to the Term B Loans established on the Third Restatement Effective Date is increased so as to cause the then applicable All-In Yield under this Agreement on such Term B Loans to equal the All-In Yield then applicable to the Incremental Term B Loans minus 50 basis points; provided that any increase in All-In Yield to such Term B Loan due to the application of a Eurocurrency Rate or Base Rate floor on any Incremental Term B Loan shall be effected solely through an increase in (or implementation of, as applicable) any Eurocurrency Rate or Base Rate floor applicable to such Term B LoanRevolving Loans.