Common use of Tranche B Term Loan Clause in Contracts

Tranche B Term Loan. Subject to the terms and conditions of this Agreement, each Tranche B Term Loan Lender severally agrees to make a loan to the US Borrower in Dollars on the Closing Date in an amount equal to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment in effect on the Closing Date. The principal amount of each Segment of the Tranche B Term Loan outstanding hereunder from time to time shall bear interest and shall be repayable as herein provided. No amount of the Tranche B Term Loan repaid or prepaid by the US Borrower may be reborrowed hereunder, and no Borrowing under the Tranche B Term Loan Facility shall be allowed other than the advance set forth in the first sentence of this Section 2.01(b) and any Incremental Tranche B Term Loan advanced as part of any Facilities Increase. Each Tranche B Term Loan Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make available by wire transfer to the Administrative Agent not later than 12:00 noon New York time on the Closing Date, the amount of its Pro Rata Tranche B Term Share of the Tranche B Term Loan Facility then in effect. Each such wire transfer shall be directed to the Administrative Agent at the Administrative Agent’s Office and shall be in the form of Same Day Funds in Dollars. The amounts so received by the Administrative Agent shall, subject to the terms and conditions of this Agreement, including the satisfaction of all applicable conditions in Sections 4.01 (Conditions Precedent to Initial Credit Extensions) and 4.02 (Conditions Precedent to Each Credit Extension), be made available to the US Borrower by delivery of the proceeds thereof as shall be directed by a Responsible Officer of the US Borrower. The US Borrower shall deliver to the Administrative Agent a Tranche B Term Loan Interest Rate Selection Notice no later than 12:00 noon New York time at least one (1) Business Day prior to the Closing Date, requesting the Borrowing of the Tranche B Term Loan. The Tranche B Term Loan Interest Rate Selection Notice shall specify (i) the proposed funding date of the Tranche B Term Loan (which shall be a Business Day), (ii) the amount of the requested Borrowing, and (iii) the Type of Borrowing under the Tranche B Term Loan Facility so requested; provided that, until the Administrative Agent shall have notified the US Borrower that the primary syndication of the Tranche B Term Loan has been completed (which notice shall be given as promptly as practicable and, in any event, within thirty (30) days after the Closing Date), the US Borrower shall not be permitted to request that any Borrowing of Tranche B Term Loans be advanced as Eurodollar Rate Loans.

Tranche B Term Loan. Subject to the terms and conditions of this Agreementhereof and in reliance upon the representations and warranties set forth herein, each Tranche B Term Loan Lender severally agrees to make a loan available to the US Borrower in Dollars (i) on the Closing Date in an amount equal to such Initial Tranche B Term Loan Funding Date such Term Loan Lender’s Initial Tranche B Term Loan Commitment Percentage of a term loan in effect on Dollars (the Closing Date. The “Initial Tranche B Term Loan”) in the aggregate principal amount of each Segment of TWO HUNDRED MILLION DOLLARS ($200,000,000) (the “Initial Tranche B Term Loan outstanding hereunder from time to time shall bear interest Committed Amount”) and shall be repayable as herein provided. No amount of (ii) on the Third Amendment Effective Date, such Term Loan Lender’s New Tranche B Term Loan repaid or prepaid by Commitment Percentage of a term loan in Dollars (the US Borrower may be reborrowed hereunder“New Tranche B Term Loan”; and together with the Initial Tranche B Term Loan, and no Borrowing under the “Tranche B Term Loan”) in the aggregate principal amount of TWO HUNDRED MILLION DOLLARS ($200,000,000) (the “New Tranche B Term Loan Facility shall be allowed other than the advance set forth in the first sentence of this Section 2.01(b) and any Incremental Tranche B Term Loan advanced as part of any Facilities Increase. Each Tranche B Term Loan Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make available by wire transfer to the Administrative Agent not later than 12:00 noon New York time on the Closing Date, the amount of its Pro Rata Tranche B Term Share of the Tranche B Term Loan Facility then in effect. Each such wire transfer shall be directed to the Administrative Agent at the Administrative Agent’s Office and shall be in the form of Same Day Funds in Dollars. The amounts so received by the Administrative Agent shall, subject to the terms and conditions of this Agreement, including the satisfaction of all applicable conditions in Sections 4.01 (Conditions Precedent to Initial Credit Extensions) and 4.02 (Conditions Precedent to Each Credit ExtensionCommitted Amount”), be made available to in each case for the US Borrower by delivery of the proceeds thereof as shall be directed by a Responsible Officer of the US Borrower. The US Borrower shall deliver to the Administrative Agent a Tranche B Term Loan Interest Rate Selection Notice no later than 12:00 noon New York time at least one (1) Business Day prior to the Closing Date, requesting the Borrowing of the Tranche B Term Loanpurposes hereinafter set forth. The Tranche B Term Loan Interest may consist of Alternate Base Rate Selection Notice Loans or LIBOR Rate Loans, or a combination thereof, as the Borrower may request. LIBOR Rate Loans shall specify (i) the proposed funding date of be made by each Term Loan Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office. Amounts repaid or prepaid on the Tranche B Term Loan (which shall be a Business Day), (ii) the amount of the requested Borrowing, and (iii) the Type of Borrowing under the Tranche B Term Loan Facility so requested; provided that, until the Administrative Agent shall have notified the US Borrower that the primary syndication of the Tranche B Term Loan has been completed (which notice shall be given as promptly as practicable and, in any event, within thirty (30) days after the Closing Date), the US Borrower shall may not be permitted to request that any Borrowing of Tranche B Term Loans be advanced as Eurodollar Rate Loansreborrowed.

Tranche B Term Loan. Subject to the terms and conditions of this Agreementset forth herein, each Tranche B Term Loan Lender severally agrees to make its portion of a term loan (or pursuant to the US immediately succeeding sentence, elects to convert all of such Lender’s Tranche C Term Loans into a like portion of a new term loan) (such loans and conversions, collectively, the “Tranche B Term Loan”) to the Borrower in Dollars on the Closing Amendment No. 4 Effective Date (or on the effective date of any increase in an amount equal to such the aggregate Tranche B Term Loan Commitments pursuant to Section 2.01(e), as applicable) in an amount not to exceed such Lender’s Tranche B Term Loan Commitment in effect on Commitment. In connection with the Closing Date. The principal amount of each Segment making of the Tranche B Term Loan outstanding hereunder from time to time shall bear interest and shall be repayable as herein provided. No amount of the Tranche B Term Loan repaid or prepaid by the US Borrower may be reborrowed hereunder, and no Borrowing under the Tranche B Term Loan Facility shall be allowed other than the advance set forth in the first sentence of this Section 2.01(b) and any Incremental Tranche B Term Loan advanced as part of any Facilities Increase. Each Tranche B Term Loan Lender shall, pursuant to the terms and subject immediately preceding sentence, any Lender holding Tranche C Term Loans may elect to the conditions of this Agreement, make available by wire transfer to the Administrative Agent not later than 12:00 noon New York time on the Closing Date, the amount of fund its Pro Rata Tranche B Term Share of the Tranche B Term Loan Facility then in effect. Each such wire transfer shall be directed equal to the Administrative Agent at the Administrative Agent’s Office and shall be in the form outstanding principal amount of Same Day Funds in Dollars. The amounts so received its Tranche C Term Loans by the Administrative Agent shall, subject to the terms and conditions of this Agreement, including the satisfaction of converting all applicable conditions in Sections 4.01 (Conditions Precedent to Initial Credit Extensions) and 4.02 (Conditions Precedent to Each Credit Extension), be made available to the US Borrower by delivery of the proceeds thereof as shall be directed by a Responsible Officer outstanding principal amount of the US Borrower. The US Borrower shall deliver to the Administrative Agent Tranche C Term Loans of such Lender into a Tranche B Term Loan Interest Rate Selection Notice (each such Tranche C Term Loan that is to be converted, a “Converted Tranche C Term Loan”). Delivery of a counterpart signature to Amendment No. 4 by a Lender holding Tranche C Term Loans, with no later than 12:00 noon New York time at least one (1) Business Day prior other notice to the Closing DateAdministrative Agent to the contrary, requesting the Borrowing shall be deemed to be an election by such Lender to fund its Pro Rata Share of the Tranche B Term Loan equal to the outstanding principal amount of its Tranche C Term Loans in the form of a Converted Tranche C Term Loan. On the Amendment No. 4 Effective Date, the Converted Tranche C Term Loans of all Lenders shall be converted for all purposes of this Agreement into Tranche B Term Loans, and the Administrative Agent shall record in the Register the aggregate amounts of Converted Tranche C Term Loans that have been converted into Tranche B Term Loans. Without limitation of Section 2.01(e), amounts repaid on the Tranche B Term Loan after the Amendment No. 4 Effective Date may not be reborrowed. The Tranche B Term Loan Interest may consist of Base Rate Selection Notice shall specify (i) the proposed funding date of the Tranche B Term Loan (which shall be a Business Day)Loans or Eurodollar Rate Loans, (ii) the amount of the requested Borrowingas further provided herein; provided, and (iii) the Type of Borrowing under the Tranche B Term Loan Facility so requested; provided thathowever, until unless otherwise agreed by the Administrative Agent shall have notified and the US Borrower that Borrower, all Borrowings made on the primary syndication of the Tranche B Term Loan has been completed (which notice shall be given as promptly as practicable and, in any event, within thirty (30) days after the Closing Date), the US Borrower shall not be permitted to request that any Borrowing of Tranche B Term Loans be advanced as Eurodollar Rate Loans.Amendment No. 4

Tranche B Term Loan. Subject to the terms and conditions of this Agreementset forth herein, each Tranche B Term Loan Lender severally agrees to make a loan (a “Tranche B Term Loan”) to the US Borrower in Dollars Dollars, on the Closing Date in an aggregate principal amount equal not to exceed such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment in effect on the Closing Date. The principal amount of each Segment Applicable Percentage of the Tranche B Term Loan Commitment; provided that, notwithstanding anything to the contrary in this Agreement, (i) each Tranche B Term Lender agrees that it has, in lieu of funding its Tranche B Term Loan Commitments in cash, elected to exchange (the “DIP to Exit Conversion”) all or a portion of the outstanding hereunder from time to time shall bear interest principal amount of the DIP Loans outstanding under the DIP Credit Agreement held by such Tranche B Term Lender (in its capacity as a lender under the DIP Credit Agreement) as set forth on Schedule 2.01(b) into the Facility as Tranche B Term Loans on a dollar for dollar basis (it being understood and agreed that, on the Closing Date, (x) the aggregate principal amount of the DIP Loans held by such Tranche B Term Lender (in its capacity as a lender under the DIP Credit Agreement) as set forth on Schedule 2.01(b) shall be repayable as herein provided. No amount of deemed automatically repaid in full under the DIP Credit Agreement, and (y) in connection with such DIP to Exit Conversion, the Tranche B Term Loan repaid or prepaid Loans shall be deemed automatically advanced by the US Borrower may be reborrowed hereunder, and no Borrowing under the such Tranche B Term Loan Facility shall be allowed other than Lender on the advance set forth in the first sentence of Closing Date pursuant to this Section 2.01(b)). Amounts borrowed under this Section 2.01(b) and any Incremental repaid or prepaid may not be reborrowed. Tranche B Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Tranche B Term Loan advanced as part of any Facilities IncreaseCommitments in effect on the Closing Date and not drawn (or deemed drawn) on the Closing Date shall expire immediately after such date. Each The Borrower and Tranche B Term Loan Lender shallLenders agree that, pursuant to the terms and subject to the conditions of this Agreementfor U.S. federal income tax purposes, make available by wire transfer to the Administrative Agent not later than 12:00 noon New York time on the Closing Date, the amount of its Pro Rata Tranche B Term Share of the Tranche B Term Loan Facility then in effect. Each such wire transfer Loans shall be directed to treated as common equity in Holdings, and the Administrative Agent at the Administrative Agent’s Office Borrower and shall be in the form of Same Day Funds in Dollars. The amounts so received by the Administrative Agent shall, subject to the terms and conditions of this Agreement, including the satisfaction of all applicable conditions in Sections 4.01 (Conditions Precedent to Initial Credit Extensions) and 4.02 (Conditions Precedent to Each Credit Extension), be made available to the US Borrower by delivery of the proceeds thereof as shall be directed by a Responsible Officer of the US Borrower. The US Borrower shall deliver to the Administrative Agent a Tranche B Term Loan Interest Rate Selection Notice no later than 12:00 noon New York time at least one (1) Business Day prior to the Closing DateLenders shall file their U.S. federal, requesting the Borrowing of the Tranche B Term Loan. The Tranche B Term Loan Interest Rate Selection Notice shall specify (i) the proposed funding date of the Tranche B Term Loan (which shall be state and local income tax returns in a Business Day), (ii) the amount of the requested Borrowing, and (iii) the Type of Borrowing under the Tranche B Term Loan Facility so requested; provided that, until the Administrative Agent shall have notified the US Borrower that the primary syndication of the Tranche B Term Loan has been completed (which notice shall be given as promptly as practicable and, in any event, within thirty (30) days after the Closing Date), the US Borrower shall not be permitted to request that any Borrowing of Tranche B Term Loans be advanced as Eurodollar Rate Loansmanner consistent with this treatment.