The Incremental Term Loans will be a new tranche of loans under the Term Loan Agreement (such Loans, the Term B-5 Loans and the Incremental Term Lender providing such Term B-5 Loans, a Term B-5 Lender).
The Term B-5 Commitment of each Term B-5 Lender shall be automatically and permanently reduced to $0 upon the conversion of all or a portion of such Term B-5 Lenders Third Restatement Existing Term B-1 Loans and/or Third Restatement Existing Term B-4 Loans into Term B-5 Loans pursuant to Section 2.01(a)(iii)(C)(I) and Section 2.01(a)(iii)(C)(II), respectively.
On the Amendment No. 7 Effective Date, in accordance with, and upon the terms and conditions set forth in, Amendment No. 7, each Refinancing Term B-5 Lender made to the Borrower a Refinancing Term B-5 Loan in the amount set forth on the signature page to the Lender Addendum (as defined in Amendment No. 7) on the Amendment No. 7 Effective Date.
The Administrative Agent shall have received (i) this Amendment, duly executed and delivered by (A) the Borrower, (B) the Administrative Agent and (C) each Refinancing Term B-5 Lender, and (ii) a Guarantor Consent and Reaffirmation, in the form of Annex 2 hereto, duly executed and delivered by each Guarantor.
The Borrower agrees that each Refinancing Term B-5 Lender executing this Amendment may request through the Administrative Agent, and shall receive, one or more Term B-5 Notes payable to such Refinancing Term B-5 Lender duly executed by the Borrower in substantially the form of Exhibit C-7 attached to Amendment No. 5, evidencing such Refinancing Term B-5 Lenders Refinancing Term B-5 Loans.