Common use of The Term Loan Commitments Clause in Contracts

The Term Loan Commitments. (A) Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Bank with a Term Loan A Committed Amount, severally and not jointly, agrees (each such agreement being herein called a "Term Loan A Commitment") to make loans to the Borrower (the "Term Loan A Facility Term Loans") at any time or from time to time on or after the Closing Date and to but not including the Term Loan A Commitment Expiration Date. A Bank shall have no obligation to make any Term Loan A Facility Term Loan to the extent that the sum of such Bank's Pro Rata share of the aggregate principal amount of Term Loan A Facility Term Loans would at any time exceed such Bank's Term Loan A Committed Amount less such Bank's Pro Rata share of all repayments, prepayments and Scheduled Amortization Payments applied to the Term Loan A Facility. Each Bank's agreement shall terminate on the Term Loan A Commitment Expiration Date to the extent that the Term Loan A Facility Term Loans have not been made. To the extent not due and payable earlier as provided herein, Term Loan A Facility Term Loans shall be due and payable on the Term Loan A Expiration Date. The Borrower may not reborrow Term Loan A Facility Term Loans following any repayment, prepayment or Scheduled Amortization Payment with respect thereto. (B) Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Bank with a Term Loan B Committed Amount, severally and not jointly, agrees (each such agreement being herein called a "Term Loan B Commitment") to make a loan to the Borrower (the "Term Loan B Facility Term Loans") on the Closing Date in an aggregate principal amount equal to such Bank's Pro Rata share of the aggregate principal amount of the Term Loan B Facility. Such agreement shall terminate on the Closing Date to the extent that the Term Loan B Facility Term Loans have not been made. To the extent not due and payable earlier as provided herein, Term Loan B Facility Term Loans shall be due and payable on the Term Loan B Expiration Date. The Borrower may not reborrow Term Loan B Facility Term Loans following any repayment, prepayment or Scheduled Amortization Payment with respect thereto.

The Term Loan Commitments. (Aa) Subject to and upon the terms and conditions set forth herein, each Initial Term Lender severally, and relying not jointly, agrees to make a term loan or term loans (each, an “Initial Term Loan” and, collectively, the “Initial Term Loans”) to the Borrower, which Initial Term Loans shall be incurred pursuant to a single drawing on the Closing Date, in an amount not to exceed such Initial Term Lender’s Initial Term Commitment. Each Initial Term Loan (i) shall be denominated in U.S. Dollars, (ii) except as hereinafter provided, shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or LIBOR Loans, provided that, except as otherwise specifically provided in Section 2.10(b), all Initial Term Loans comprising the same Borrowing shall at all times be of the same Type, and (ii) shall be made by each such Lender in that aggregate principal amount which does not exceed the Initial Term Loan Commitment of such Lender on the date of incurrence thereof. Once repaid, the Initial Term Loans incurred hereunder may not be reborrowed. (b) After the Closing Date, subject to and upon the representations terms and warranties conditions set forth herein set forthand in any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, as applicable, each Bank Lender with an Additional Commitment of a Term Loan A Committed Amountgiven Class, severally and not jointly, agrees (each such agreement being herein called a "Term Loan A Commitment") to make loans Additional Loans of such Class to the Borrower (Borrower, which Loans shall not exceed for any such Lender at the "Term Loan A Facility Term Loans") at time of any time or from time to time on or after incurrence thereof the Closing Date and to but not including the Term Loan A Additional Commitment Expiration Date. A Bank shall have no obligation to make any Term Loan A Facility Term Loan to the extent that the sum of such Bank's Pro Rata share Class of such Lender as set forth in the aggregate principal amount of Term Loan A applicable Refinancing Amendment, Extension Amendment or Incremental Facility Term Loans would at any time exceed such Bank's Term Loan A Committed Amount less such Bank's Pro Rata share of all repaymentsAmendment, prepayments and Scheduled Amortization Payments applied to the Term Loan A Facility. Each Bank's agreement shall terminate on the Term Loan A Commitment Expiration Date to the extent that the Term Loan A Facility Term Loans have not been made. To the extent not due and payable earlier as provided herein, Term Loan A Facility Term Loans shall be due and payable on the Term Loan A Expiration Date. The Borrower may not reborrow Term Loan A Facility Term Loans following any repayment, prepayment or Scheduled Amortization Payment with respect theretoapplicable. (B) Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Bank with a Term Loan B Committed Amount, severally and not jointly, agrees (each such agreement being herein called a "Term Loan B Commitment") to make a loan to the Borrower (the "Term Loan B Facility Term Loans") on the Closing Date in an aggregate principal amount equal to such Bank's Pro Rata share of the aggregate principal amount of the Term Loan B Facility. Such agreement shall terminate on the Closing Date to the extent that the Term Loan B Facility Term Loans have not been made. To the extent not due and payable earlier as provided herein, Term Loan B Facility Term Loans shall be due and payable on the Term Loan B Expiration Date. The Borrower may not reborrow Term Loan B Facility Term Loans following any repayment, prepayment or Scheduled Amortization Payment with respect thereto.

The Term Loan Commitments. (Aa) Subject to and upon the terms and conditions and relying upon the representations and warranties herein set forthforth herein, each Bank Lender with a an A Term Loan Commitment severally agrees to make a term loan or term loans (each, an “A Committed AmountTerm Loan” and, severally collectively, the “A Term Loans”) to the Borrower, which A Term Loans (i) shall be incurred pursuant to a single drawing on the Initial Borrowing Date, (ii) shall be denominated in Dollars, (iii) except as hereinafter provided, shall, at the option of the Borrower, be incurred and not jointlymaintained as, agrees and/or converted into, Base Rate Loans or LIBOR Loans, provided that, except as otherwise specifically provided in Section 2.10(b), all A Term Loans comprising the same Borrowing shall at all times be of the same Type, and (iv) shall be made by each such agreement being herein called a "Term Loan A Commitment") to make loans to the Borrower (the "Term Loan A Facility Term Loans") at any time or from time to time on or after the Closing Date and to but not including the Term Loan A Commitment Expiration Date. A Bank shall have no obligation to make any Term Loan A Facility Term Loan to the extent Lender in that the sum of such Bank's Pro Rata share of the aggregate principal amount of which does not exceed the A Term Loan Commitment of such Lender on the Initial Borrowing Date. Once repaid, A Facility Term Loans would at any time exceed such Bank's Term Loan A Committed Amount less such Bank's Pro Rata share of all repayments, prepayments and Scheduled Amortization Payments applied to the Term Loan A Facility. Each Bank's agreement shall terminate on the Term Loan A Commitment Expiration Date to the extent that the Term Loan A Facility Term Loans have not been made. To the extent not due and payable earlier as provided herein, Term Loan A Facility Term Loans shall be due and payable on the Term Loan A Expiration Date. The Borrower incurred hereunder may not reborrow Term Loan A Facility Term Loans following any repayment, prepayment or Scheduled Amortization Payment with respect theretobe reborrowed. (Bb) Subject to and upon the terms and conditions and relying upon the representations and warranties herein set forthforth herein, each Bank Lender with a B Term Loan B Committed Amount, Commitment severally and not jointly, agrees (each such agreement being herein called a "Term Loan B Commitment") to make a term loan or term loans (each, a “B Term Loan” and, collectively, the “B Term Loans”) to the Borrower Borrower, which B Term Loans (the "Term Loan B Facility Term Loans"i) shall be incurred pursuant to a single drawing on the Closing Date Initial Borrowing Date, (ii) shall be denominated in an Dollars, (iii) except as hereinafter provided, shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or LIBOR Loans, provided that, except as otherwise specifically provided in Section 2.10(b), all B Term Loans comprising the same Borrowing shall at all times be of the same Type, and (iv) shall be made by each such Lender in that aggregate principal amount equal which does not exceed the B Term Loan Commitment of such Lender on the Initial Borrowing Date. Once repaid, B Term Loans incurred hereunder may not be reborrowed. (c) Subject to and upon the terms and conditions set forth herein, each Lender with an Incremental Term Loan Commitment for a given Tranche of Incremental Term Loans severally agrees to make a term loan or term loans (each, an “Incremental Term Loan” and, collectively, the “Incremental Term Loans”) to the Borrower, which Incremental Term Loans (i) shall be incurred pursuant to a single drawing of such Bank's Pro Rata share Tranche on the applicable Incremental Term Loan Borrowing Date, (ii) shall be denominated in Dollars, (iii) except as hereinafter provided, shall, at the option of the aggregate principal amount Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or LIBOR Loans, provided that, except as otherwise specifically provided in Section 2.10(b), all Incremental Term Loans of a given Tranche made as part of the same Borrowing shall at all times consist of Incremental Term Loans of the same Type, and (iv) shall not exceed for any such Incremental Term Loan B Facility. Such agreement shall terminate Lender at any time of any incurrence thereof, the Incremental Term Loan Commitment of such Incremental Term Loan Lender for such Tranche on the Closing Date to the extent that the respective Incremental Term Loan B Facility Borrowing Date. Once repaid, Incremental Term Loans have not been made. To the extent not due and payable earlier as provided herein, Term Loan B Facility Term Loans shall be due and payable on the Term Loan B Expiration Date. The Borrower incurred hereunder may not reborrow Term Loan B Facility Term Loans following any repayment, prepayment or Scheduled Amortization Payment with respect theretobe reborrowed.