Aggregate Payout Percentage. An aggregate payout factor (the “Aggregate Payout Percentage”) will be calculated based upon the funding schedule as approved by the Leadership Development and Compensation Committee.

Aggregate Royalty Reductions. Notwithstanding anything to the contrary in this [Section 6.5], in no event shall the royalties otherwise payable under this [Section 6.5] with respect to Net Sales of any Product in any Region in any Calendar Quarter be reduced to less than ​ of the royalties payable under [Section 6.5(a)] with respect to Net Sales of such Product in such Region in such Calendar Quarter.

Subject to the terms and conditions hereof, each Tranche A Term Lender severally, but not jointly, agrees to make a loan (each a “Tranche A Term Loan”) on the Seventh Amendment Effective Date to the Borrower in Dollars in an aggregate principal amount equal to $1,700,000,000. The Term Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with [Sections 2.2 and 2.12].

. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time during the Revolving Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the sum of # the L/C Obligations then outstanding and # the aggregate principal amount of the Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with [Sections 2.5 and 2.12]2].

Affirmative Commitments. Except as set forth in [Section 7], during the Agreement Effective Period, the Company Parties agree to:

Negative Commitments. Except as set forth in [Section 7], during the Agreement Effective Period, each of the Company Parties shall not directly or indirectly:

The Borrowers may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date to the date five Business Days prior to the Maturity Date, request incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in the aggregate from one or more additional Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments in their own discretion; provided, that each New Term Loan Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Lender is a Lender or an Affiliate of a Lender. Such notice shall set forth # the amount of the incremental Commitments being requested, and # the date on which such incremental Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, # each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and # each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Term Commitments. Subject to the terms and conditions hereof, # each 2016 Term Lender severally agreed to make a term loan (a “2016 Term Loan”) to the Borrower on the Restatement Effective Date in an amount not to exceed the 2016 Term Commitment of such 2016 Term Lender, # each 2019 Term Lender severally agreed to make a term loan (a “2019 Term Loan” and upon the Fourth Amendment Effective Date, such 2019 Term Loan becoming a term loan with a maturity date of September 25, 2021 (a “2021 Term Loan”)) to the Borrower on the Restatement Effective Date in an amount not to exceed the 2019 Term Commitment of such 2019 Term Lender and, # each 2023 Term Lender severally agreesagreed to make a term loan or continue its 2021 Term Loan pursuant to the terms of the Fifth Amendment (each, a “2023 Term Loan”) to the Borrower on the Fifth Amendment Effective Date in an amount not to exceed the 2023 Term Commitment of such 2023 Term Lender and # each 2026 Term Lender severally agrees to make a term loan or exchange its 2023 Term Loan pursuant to the terms of the Sixth Amendment (each, a “2026 Term Loan”) to the Borrower on the Sixth Amendment Effective Date in an amount not to exceed the 2026 Term Commitment of such 2026 Term Lender. The Term Loans may from time to time be LIBOR Rate Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with [Sections 2.2 and 3.3]3].

If any Defaulting Lender fails to respond to a request for a consent, waiver, amendment of or in relation to any term of any Finance Document or any other vote of Lenders under the terms of this Agreement within fifteen (30) Business Days (unless the Borrowers and the Agent agree to a longer time period in relation to any request) of that request being made:

Eligible Commitments. The Collateral Parties will cause, the net proceeds of any Eligible Commitment to be funded solely (as promptly as reasonably practicable) into # an Eligible Funding Account or # the Proceeds Account.