Term Borrowing. Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower, in Dollars, on the Closing Date in an amount not to exceed such Term Lender’s Applicable Percentage of the Term Facility. The Term Borrowing shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage of the Term Facility. Term Borrowings repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein; provided, that, the Term Borrowing shall be made as Base Rate Loans unless the Borrower delivers a Funding Indemnity Letter not less than three (3) Business Days prior to the Closing Date.

#Three-Year Term Loans. Subject to the terms and conditions set forth herein, each Three-Year Lender severally agrees to make a single loan (each such loan, a “Three-Year Term Loan”) to the Borrower in Dollars on the Closing Date in an amount not to exceed such Three-Year Lender’s Three-Year Commitment. The Three-Year Borrowing shall consist of Three-Year Term Loans made simultaneously by the Three-Year Lenders in accordance with their respective Applicable Percentage of the Three-Year Term Loan Facility. Amounts borrowed under this [Section 2.01(a)] and repaid or prepaid may not be reborrowed. Three-Year Term Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.

Subject to the terms and conditions hereof, each Lender separately agrees to make a term loan to the Borrower (the “Term Loan”), in a single draw on the Closing Date, in Dollars and in an aggregate principal amount not to exceed the amount of such Lender’s Term Loan Commitment. The Term Loan may from time to time be comprised of Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with [Sections 2.2 and 2.11]1]. The Term Loan Commitments are not revolving commitments, and the Borrower shall not be entitled to reborrow prepaid amounts of the Term Loan.

Each Term Lender agrees to make a term loan (collectively, the “Closing Date Term Loans”) in Dollars to the Borrower on the Effective Date in an amount not to exceed such Lender’s Closing Date Term Loan Commitment. Amounts repaid or prepaid in respect of Closing Date Term Loans may not be reborrowed. Each Closing Date Term Loan made to the Borrower on the Effective Date shall result in an immediate and permanent reduction in the Closing Date Term Loan Commitment in the principal amountof such Term Loan so made, to be shared by the Term Lenders in accordance with Term Lender’s Applicable Percentage then in effect.

Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrowers on the Third Restatement Date in an amount equal to (but not to exceed) such Term Lender’s Term Commitment. The Term Borrowing shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Term Commitments. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans shall be Eurocurrency Rate Loans as further provided herein. The Term Loans shall be funded in Euros.

Subject to the terms and conditions set forth herein, on the Closing Date, each Lender severally agrees to make to the Borrower a term loan in the principal amount equal to its Applicable Percentage of Thirty Five Million Dollars ($35,000,000) (the “Term Loan”); provided that # in no event shall the Term Loan made by any Lender exceed such Lender’s Commitment and # after giving effect to the Term Loan to made on the Closing Date, the Total Outstandings shall not exceed the sum of # the Borrowing Base and # any Term Loan Reserve required to maintained (and actually so maintained) against the ABL Borrowing Base. The Term Loan is not a revolving credit facility and may not be repaid and redrawn and any repayments or prepayments of principal on a Term Loan shall permanently reduce such Term Loan. The Borrower irrevocably authorizes the Agent and the Lenders to disburse the proceeds of the Term Loans on the Closing Date in accordance with the terms of this Agreement. Upon the making of the Term Loans on the Closing Date, the Commitments shall be irrevocably terminated.

Term Loan Amounts. On the terms and subject to the conditions set forth herein and in the other Financing Documents, each Lender with a Term Loan Commitment severally hereby agrees to make to Borrowers a term loan on the Closing Date in an original aggregate principal amount equal to the Term Loan Commitment (the “Term Loan”). Each such Lender’s obligation to fund the Term Loan shall be limited to such Lender’s Term Loan Commitment Percentage, and no Lender shall have any obligation to fund any portion of any Term Loan required to be funded by any other Lender, but not so funded. No Borrower shall have any right to reborrow any portion of the Term Loan that is repaid or prepaid from time to time. The Term Loan shall be deemed to be funded in one advance on the Closing Date by rolling over the outstanding principal amount of the Term Loans under (and as defined in) the Original Credit Agreement.

. Subject to the terms and conditions hereof, each Term B Loan Lender severally agrees to make a Term B Loan denominated in Dollars (a “Term B Loan”) to the Borrower on the Closing Date in an amount not to exceed the amount of the Term B Loan Commitment of such Lender. The Term B 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]2]. Amounts borrowed under this Section 2.1 and repaid may not be reborrowed.