Common use of Term B Loans Clause in Contracts

Term B Loans. Each Term B Lender, severally and for itself alone, hereby agrees, on the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, a “Term B Loan” and collectively, the “Term B Loans”) to Company on the Closing Date in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company pursuant to a single drawing, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of Company, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all Term B Loans made by the Term B Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans of the same Type and (y) no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Date that aggregate principal amount which equals the Term B Loan Commitment of such Lender at such time. Each Term B Lender’s Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a Term B Loan which is repaid or prepaid by Company may be reborrowed hereunder.

Term B Loans. Each Subject to adjustment as a result of the application of prepayments in accordance with Section 2.05, in each case, solely to the extent of any such amounts applied to the prepayment of the Term Loans, (i) the Term B LenderLoans shall be due and payable, severally and the Borrower shall repay to the Administrative Agent for itself alone, hereby agrees, the ratable account of the Term B Lenders quarterly on the terms last Business Day of each month of March, June, September and subject December occurring until the Maturity Date, commencing with the first such payment due and payable on June 30, 2013, an amount equal to 0.25% of the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, a “Term B Loan” and collectively, the “Term B Loans”) to Company on the Closing Date in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company pursuant to a single drawing, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of Company, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all Term B Loans made by all Term B Lenders under Section 2.01(a); provided, however, that the final principal repayment installment of the Term B Lenders pursuant Loans shall be due and payable on the Maturity Date for the Term B Facility and in any event shall be in an amount equal to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely aggregate principal amount of all Term B Loans outstanding on such date and (ii) the Term A Loans shall be due and payable, and the Borrower shall repay to the Administrative Agent for the ratable account of the same Type Term A Lenders quarterly on the last Business Day of each month of March, June, September and (y) no incurrences ofDecember until the Maturity Date for such Term A Loans, or conversions into, Term B Loans maintained as Eurocurrency Loans commencing with an Interest Period in excess of one month may be effected prior to the earlier of (1) first such payment due and payable on the 30th day first such date occurring after the First Amendment Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication , an amount equal to one quarter of the Facilities (and following annual percentage reductions for each year set forth below of the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Date that aggregate principal amount which equals of all Term A Loans made by all Term A Lenders under Section 2.01(d): Date Annual Percentage Reduction For the first year following the First Amendment Closing Date 0% For the second year following the First Amendment Closing Date 5% For the third year following the First Amendment Closing Date 7% For the fourth year following the First Amendment Closing Date 10% For the fifth year following the First Amendment Closing Date 10% provided, however, that the final principal repayment installment of the Term B Loan Commitment of such Lender at such time. Each Term B Lender’s Term B Commitment A Loans shall expire immediately be due and without further action payable on the Closing Maturity Date after for the making of Term A Facility and in any event shall be in an amount equal to the Loans. No aggregate principal amount of a all Term B Loan which is repaid or prepaid by Company may be reborrowed hereunderA Loans outstanding on such date.

Term B Loans. Each Term B Lender, severally and for itself alone, hereby agrees, on the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, a “"Term B Loan” " and collectively, the “"Term B Loans”") to Company Borrower on the Closing Initial Borrowing Date in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company Borrower pursuant to a single drawing, which shall be on the Initial Borrowing Date, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of CompanyBorrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Eurodollar Loans, provided, that (x) all Term B Loans made by the Term B Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans of the same Type and (y) no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Initial Borrowing Date that aggregate principal amount which equals the Term B Loan Commitment 44 51 Commitment, if any, of such Lender at such time. Each Term B Lender’s Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a Term B Loan which is repaid or prepaid by Company Borrower may be reborrowed hereunder.

Term B Loans. Each Term B Lender, severally and for itself alone, hereby agrees, on As of the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, a “Term B Loan” and collectivelyFirst Amendment Effective Date, the “Term B Loans”) to Company on the Closing Date in an aggregate outstanding principal amount equal to the Term B Commitment balance of such Term B Lender. The Term B Loans (i) shall be incurred by Company pursuant to a single drawing, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of Company, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all Term B Loans made by the Term B Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans of the same Type and (y) no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Date that aggregate principal amount which equals the Term B Loan Commitment of such Lender at such timeis $188,849,373.40 (the “Existing Term B Loan”). Each Term B Lender’s Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a Consenting Lender agrees that its Existing Term B Loan shall be designated a “Term B-2 Loan” for all purposes of this Agreement and the other Finance Documents. The outstanding principal balance of the Existing Term B Loan held by Non-Consenting Lenders as of the First Amendment Effective Date shall be designated “Term B-1 Loans” for all purposes of this Agreement and the other Finance Documents. As of the First Amendment Effective Date, after giving effect to the foregoing, the aggregate outstanding principal balance of Term B-1 Loans is $39,277,052.91 and the aggregate outstanding principal balance of Term B-2 Loans is $149,572,320.49, each of which is held by the Lenders as designated in the Register. Loans from time to time made under the Delayed Draw Term B Commitments shall be designated Term B-3 Loans for all purposes of this Agreement and the other Finance Documents. Term B-3 Loans shall be made from the several Term B Lenders holding Delayed Draw Term B Commitments ratably in proportion to their respective Delayed Draw Term B Commitments in accordance with Section 2.01(d). Once designated a Term X-0 Xxxx, Xxxx X-0 Loan or Term B-3 Loan or Delayed Draw Term B Commitment, as applicable, the portion of the Term B Loan or Commitment, as applicable, so designated shall maintain such designation until the applicable Term B Loan has been repaid in full or the applicable Commitment expires or is terminated, in each case, in accordance with the terms of this Agreement regardless of the holder thereof. Term B Loans are not revolving in nature, and amounts repaid or prepaid by Company in respect thereof may not be reborrowed hereunderreborrowed.

Term B Loans. Each Term B Lender, severally and The Borrower shall repay to the Administrative Agent for itself alone, hereby agrees, the ratable account of the Appropriate Lenders (a) on the terms last Business Day of each March, June, September and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan DocumentsDecember, to make a loan (each such loancommencing with December 31, a “Term B Loan” and collectively2018, the “Term B Loans”) to Company on the Closing Date in an aggregate principal amount equal (x) with respect to the Term B Commitment USD Loans, in Dollars equal to 0.25% of such the aggregate principal amount of all Term B Lender. The USD Term Loans outstanding on the Second Amendment Effective Date and (y) in Euros equal to 0.25% of the aggregate principal amount of all Term B Euro Loans outstanding on the Second Amendment Effective Date $7,756,303.62 and (iy) with respect to the Term B Euro Loans, in Euros equal to €2,743,965.25 (in each case, which payments shall be incurred by Company pursuant to reduced as a single drawing, result of the application of prepayments in accordance with the order of priority set forth in Section 2.05) and (iib) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at on the option of Company, be maintained as and/or converted into Base Rate Loans or Eurocurrency Maturity Date for the Term B Loans, provided, that (x) the aggregate principal amount of all Term B Loans made by outstanding on such date. In connection with any Incremental Term Loans that constitute part of the same Class as the Term B USD Loans or Term B Euro Loans, as applicable, the Borrower and the Administrative Agent shall be permitted to adjust the rate of prepayment in respect of such Class such that the Term Lenders pursuant holding Term B USD Loans or Term B Euro Loans, as applicable, comprising part of such Class continue to receive a payment that is not less than the same Borrowing shallDollar amount that such Term Lenders would have received absent the incurrence of such Incremental Term Loans; provided, unless otherwise specifically provided herein, consist entirely of that if such Incremental Term B Loans of the same Type and (y) no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans are to be “fungible” with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Date that aggregate principal amount which equals the Term B Loan Commitment of such Lender at such time. Each USD Loans or Term B Lender’s Euro Loans, as applicable, notwithstanding any other conditions specified in this Section 2.07(1), 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 ensure that the Incremental Term Loans will be “fungible” with the Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a USD Loans or Term B Loan which is repaid or prepaid by Company may be reborrowed hereunderEuro Loans, as applicable.

Term B Loans. Each Term B Lender, severally and for itself alone, hereby agrees, on the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, a “"Term B Loan” " and collectively, the “"Term B Loans”") to Company Borrowers (on a joint and several basis) on the Closing Initial Borrowing Date in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company Borrowers pursuant to a single drawing, which shall be on the Initial Borrowing Date, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of CompanyBorrowers, be maintained as and/or converted into Base Rate Loans or Eurocurrency Eurodollar Loans, provided, that (x) all Term B Loans made by the Term B Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans of the same Type and (y) no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Initial Borrowing Date that aggregate principal amount which equals the Term B Loan Commitment Commitment, if any, of such Lender at such time. Each Term B Lender’s Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a Term B Loan which is repaid or prepaid by Company Borrower may be reborrowed hereunder.

Term B Loans. Each Term B Lender, severally and for itself alone, ------------- hereby agrees, on the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to make a loan (each such loan, a “"Term B Loan” " and ----------- collectively, the “"Term B Loans”") to Company the Borrower on the Closing Initial Borrowing Date ------------ in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company the Borrower pursuant to a single drawing, which shall be on the Initial Borrowing Date, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of Companythe Borrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all -------- Term B Loans made by the Term B Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans of the same Type and (y) no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Initial Borrowing Date that aggregate principal amount which equals the Term B Loan Commitment Commitment, if any, of such Lender at such time. Each Term B Lender’s 's Term B Commitment shall expire immediately and without further action on the Closing Initial Borrowing Date after if the making of Term B Loans are not made on the LoansInitial Borrowing Date. No amount of a Term B Loan which is repaid or prepaid by Company the Borrower may be reborrowed hereunder.

Term B Loans. Each Borrower and each of their Subsidiaries hereby (i) represents and warrants to each Secured Party, and each other Loan Party, each Cash Management Bank and each Hedge Bank, and (ii) acknowledges and agrees, that (A) except for $50,000,000, which amount so owing to the initial Term Loan B Lender by GOM Operations under the Prepayment Agreement shall be deemed to have been fully paid and discharged and otherwise satisfied by the initial Term Loan B Lender making the Term B Loan under the terms and conditions hereof (the “Satisfaction and Advance”) as contemplated by this Section 2.01(b), no other obligations are due and owing by any party to (or any other Person in respect of) the Prepayment Agreement; and (B) as a result of the making of the Term B Loan contemplated by the next sentence, all conditions precedent to the payoff and termination of the Prepayment Agreement have been satisfied, and, accordingly, on and as of the Effective Date, (1) the Prepayment Agreement shall terminate and shall be of no further force and effect, with all obligations and commitments thereunder being fully paid and discharged and all parties thereto being fully released from their obligations and commitments thereunder; (2) all Liens securing the obligations of the parties under the Prepayment Agreement are hereby released on and as of the Effective Date and (3) the Term Loan B Lender's Term Loan B Commitment shall have been fully satisfied by making of such Term B Loan under the term and conditions hereof, severally the making of such Term B Loan constituting a Borrowing hereunder (the transactions contemplated by this sentence, collectively, are the “Prepayment Agreement Termination Transactions”). In connection with, and for itself alonein consideration for, the Prepayment Agreement Termination Transactions, the Term Loan B Lender hereby agrees, makes the Term B Loan in the aggregate principal amount of $50,000,000 to the Borrowers on the terms and subject to the conditions hereinafter set forth and in reliance upon this Credit Agreement by converting the representations and warranties set forth herein and in obligations (including the other Loan Documents, delivery obligations) owing to make a loan (each such loan, a “it by GOM Operations under the Prepayment Agreement into its Term B Loan” and collectively. The Term Loan B Lender hereby Senior Secured Term Loan Credit Agreement among Kosmos Energy LTD., Kosmos Energy GOM Holdings, LLC, Kosmos Energy Gulf of Mexico Operations, LLC, the “Term B Loans”other Guarantors party hereto, the Initial Lenders, and CLMG Corp. dated as of September 30, 2020 US 7362483v.35 acknowledges and agrees that (i) to Company on upon the Closing Date in an aggregate principal amount equal to making of the Term B Loan pursuant to the immediately preceding sentence, no other obligations are due and owing by any party to (or to its knowledge any other Person in respect of) the Prepayment Agreement; (ii) as a result of the making of the Term B Loan contemplated by the preceding sentence, on and as of the Effective Date (A) the Prepayment Agreement shall terminate and shall be of no further force and effect, with all obligations and commitments thereunder being fully paid and discharged and all parties thereto being fully released from their obligations and commitments thereunder; (B) all Liens securing the obligations of the parties under the Prepayment Agreement are hereby released on and as of the Effective Date and (C) the Term Loan B Lender's Term Loan B Commitment shall have been fully satisfied by making of such Term B Lender. The Loan under the term and conditions hereof, the making of such Term B Loans Loan constituting a Borrowing hereunder. THE MAKING OF THE TERM B LOAN BY THE INITIAL TERM LOAN B LENDER ON ACCOUNT OF THE SATISFACTION AND ADVANCE IS BEING MADE SOLELY BY THE INITIAL TERM LOAN B LENDER (iAND NOT ANY OTHER SECURED PARTY) AS AN ACCOMMODATION FOR GOM OPERATIONS AND ITS AFFILIATES, INCLUDING THE LOAN PARTIES. Term B Loan amounts repaid or prepaid may not be reborrowed and the Term Loan B Commitments shall be incurred immediately terminated. GOM Operations shall immediately cause the filing of all UCC termination statements and mortgage releases requested by Company pursuant to a single drawingthe Administrative Agent or the Term Loan Collateral Trustee in its sole discretion that were filed in connection with the Prepayment Agreement. Each Borrower and each of their Subsidiaries hereby represents, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at warrants and covenants that the option of Company, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all Term B Loans made by pursuant to the Prepayment Agreement Termination Transactions and the Term B Lenders pursuant Notes issued in connection therewith are the legal, valid and binding obligations of each Loan Party thereto, enforceable against such Loan Party in accordance with their terms, subject to the same Borrowing shallapplicable bankruptcy, unless otherwise specifically provided hereininsolvency, consist entirely reorganization, moratorium or other laws affecting ‎creditors’ rights generally and subject to general principles of Term B Loans equity, regardless of the same Type and (y) no incurrences of, whether ‎considered in a proceeding in equity or conversions into, Term B Loans maintained as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at the time of incurrence thereof on the Closing Date that aggregate principal amount which equals the Term B Loan Commitment of such Lender at such time. Each Term B Lender’s Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a Term B Loan which is repaid or prepaid by Company may be reborrowed hereunderlaw.

Term B Loans. Each Term B Lender, severally and The Borrower shall repay to the Administrative Agent for itself alone, hereby agrees, the ratable account of the Appropriate Lenders (a) on the terms last Business Day of each March, June, September and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan DocumentsDecember, to make a loan (each such loancommencing with December 2931, a “Term B Loan” and collectively20172018, the “Term B Loans”) to Company on the Closing Date in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company pursuant to a single drawing, (ii) shall be denominated in Dollars, (iii) shall be made as Base Rate Loans and, except as hereinafter provided, may, at the option of Company, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all Term B Loans made by the Term B Lenders pursuant in Dollars equal to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans .025% of the same Type aggregate principal amount of all Closing DateTerm B USD Term Loans outstanding on the ClosingSecond Amendment Effective Date and (y) no incurrences ofin Euros equal to 0.25% of the aggregate principal amount of all Closing DateTerm B Euro Term Loans outstanding on the Closing Second Amendment Effective Date (in each case, or conversions intowhich payments shall be reduced as a result of the application of prepayments in accordance with the order of priority set forth in Section 2.05) and (b) on the Maturity Date for the Closing Date Term B Loans, the aggregate principal amount of all Closing Date Term B Loans maintained outstanding on such date. In connection with any Incremental Term Loans that constitute part of the same Class as Eurocurrency Loans with an Interest Period in excess of one month may be effected prior to the earlier of (1) the 30th day after the Closing Date DateTerm B USD Term Loans or Closing DateTerm B Euro Term Loans, as applicable, the Borrower and (2) the date (the “Syndication Date”) upon which Administrative Agent determines shall be permitted to adjust the rate of prepayment in its sole discretion (and notifies Company) respect of such Class such that the primary syndication Term Lenders holding Closing DateTerm B USD Term Loans or Closing DateTerm B Euro Term Loans, as applicable, comprising part of such Class continue to receive a payment that is not less than the Facilities (same Dollar amount that such Term Lenders would have received absent the incurrence of such Incremental Term Loans; provided, that if such Incremental Term Loans are to be “fungible” with the Closing DateTerm B USD Term Loans or Closing DateTerm B Euro Term Loans, as applicable, notwithstanding any other conditions specified in this Section 2.07(1), 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 resultant addition of Lenders pursuant Administrative Agent to Section 12.8(c)) has been completed and (iv) shall not exceed for any Lender at ensure that the time of incurrence thereof on Incremental Term Loans will be “fungible” with the Closing Date that aggregate principal amount which equals the DateTerm B USD Term Loans or Closing DateTerm B Loan Commitment of such Lender at such time. Each Euro Term B Lender’s Term B Commitment shall expire immediately and without further action on the Closing Date after the making of the Loans. No amount of a Term B Loan which is repaid or prepaid by Company may be reborrowed hereunder, as applicable.

Term B Loans. Each Term B Lender, severally and for itself alone, ------------ hereby agrees, on the terms and subject to the conditions hereinafter set forth and in reliance upon the representations and warranties set forth herein and in the other Loan Credit Documents, to make a loan (each such loan, a “"Term B Loan” " and ----------- collectively, the “"Term B Loans”") to Company the Borrower on the Closing Restatement Effective ------------ Date in an aggregate principal amount equal to the Term B Commitment of such Term B Lender. The Term B Loans (i) shall be incurred by Company the Borrower pursuant to a single drawing, which shall be on the Restatement Effective Date, (ii) shall be denominated in Dollars, (iii) shall initially be made as Base Rate Loans and, except as hereinafter provided, may, at the option of Companythe Borrower, be maintained as and/or converted into Base Rate Loans or Eurocurrency Loans, provided, that (x) all Term B Loans made by the Term B Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term B Loans of the same Type and (y) prior to the earlier of (A) the 30th day after the Restatement Effective Date and (B) the Syndication Date, no incurrences of, or conversions into, Term B Loans maintained as Eurocurrency Loans with shall have an Interest Period in excess of longer than one month may be effected prior to the earlier of (1) the 30th day after the Closing Date week, and (2) the date (the “Syndication Date”) upon which Administrative Agent determines in its sole discretion (and notifies Company) that the primary syndication of the Facilities (and the resultant addition of Lenders pursuant to Section 12.8(c)) has been completed and (iviii) shall not exceed for any Lender at the time of incurrence thereof on the Closing Restatement Effective Date that aggregate principal amount which equals the Term B Loan Commitment Commitment, if any, of such Lender at such time. Each Term B Lender’s 's Term B Commitment shall expire immediately and without further action on the Closing Restatement Effective Date after if the making of Term B Loans are not made on the LoansRestatement Effective Date. No amount of a Term B Loan which is repaid or prepaid by Company the Borrower may be reborrowed hereunder.