Mandatory. (i) Within five (5) Business Days after financial statements are required to have been delivered pursuant to [Section 6.01(a)] (commencing with the fiscal year ending December 31, 2021) and the related Compliance Certificate is required to be delivered pursuant to [Section 6.02(a)], the Borrower shall cause to be offered to be prepaid in accordance with [clause (vii)] below, an aggregate principal amount of Loans in an amount equal to # the Applicable ECF Percentage of Excess Cash Flow, if any, for the fiscal year covered by such financial statements minus # all voluntary prepayments of Term Loans made during such fiscal year or after year-end and prior to when such Excess Cash Flow prepayment is due and, in the case of the fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, # to the extent such prepayments are funded with internally generated cash and # excluding any such voluntary prepayments made during such fiscal year that reduced the amount required to be prepaid pursuant to this [Section 2.05(b)(i)] in the prior fiscal year.

Mandatory. (i) Within five (5) Business Days after financial statements are required to have been delivered pursuant to [Section‎[Section 6.01(a)] (commencing with the fiscal year ending December 31, 2021)2018) and the related Compliance Certificate is required to behas been delivered pursuant to [Section‎[Section 6.02(a)], the Borrower shall cause to be offered to be prepaid in accordance with [clause (vii)]clause ‎(b)‎(vi) and ‎(ix) below, an aggregate principal amount of Term Loans in an amount equal to (the “ECF Payment Amount”) # the Applicable ECF Percentage of Excess Cash Flow, if any, for the fiscal year covered by such financial statements minus # the sum of # all voluntary prepaymentsprepayments, repurchases or redemptions of Term Loans made during such fiscal year or after year-end and prior to when such Excess Cash Flow prepayment is due and,(including, in the case of Term Loans prepaid pursuant to ‎(x) [Section 2.05(a)(v)], the fiscal year ending December 31, 2021,actual purchase price paid in cash pursuant to a “Dutch Auction” and # open-market purchases pursuant to [Section 10.07(l)], the actual purchase price paid in cash pursuant to such purchase), # all voluntary prepaymentsprepayments, repurchases or redemptions of TermRevolving Credit Loans made during the fiscal year ending December 31, 2020, # to the extent such prepayments are funded with internally generated cash and # excluding any such voluntary prepayments made during such fiscal year that reduced the amount required to be prepaid pursuant to this [Section 2.05(b)(i)] in the prior fiscal year.or after year-end

Mandatory. (i) Within five (5) Business Days after financial statements are required to have beenbe delivered pursuant to [Section 6.01(a)] (commencing, commencing with the fiscal year ending on December 31, 2021) and2017, the related Compliance Certificate is required to be delivered pursuant to [Section 6.02(a)], the BorrowerCompany shall cause to be offered to be prepaid in accordance with [clause (vii)]clause (v) below, an aggregate principal amount of Term BB-2 Loans in an amount equal to # the Applicable ECF Percentage of Excess Cash Flow, if any,Flow Percentage, multiplied by # the Excess Cash Flow for such fiscal year, less # the fiscal year covered by such financial statements minussum of aggregate principal amount of # all voluntary prepaymentsTerm Loans (or, in the case of Term Loans purchased at a discount to par, the actual amount of the cash payments made to purchase such Term Loans) and Revolving Credit Loans (provided that there is an equivalent permanent reduction of Revolving Credit Commitments) prepaid or purchased in cash pursuant to [Section 2.05(a)] or [Section 10.06(i) and (2)] other Consolidated Funded Indebtedness secured by the Collateral on a pari passu basis with the Facilities prepaid or purchased in cash (provided that, in the case of revolving credit commitments, there is an equivalent permanent reduction in commitments), in each case, during such fiscal year or after year-end andon or prior to whenthe 90th day after the end of such Excess Cash Flow prepayment is due and,fiscal year (and without duplication in the case of thenext fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, #year), except to the extent that such prepayments are funded with internally generated cash and # excludinglong-term Indebtedness (without duplication of any such voluntary prepayments made duringin such fiscal year that reduced the amount of Excess Cash Flow required to be prepaidrepaid pursuant to this [Section 2.05(b)(i)iii)] in thefor any prior fiscal year.year).

Mandatory. (i)Excess Cash Flow. Within five (5) Business Days after financial statements have been delivered or are required to have beenbe delivered pursuant to [Section 6.01(a)] (commencing with the fiscal year ending December 31, 2021) and the related Compliance Certificate has been delivered or is required to be delivered pursuant to [Section 6.02(a)], in each case, commencing with the Borrower shall causefirst full fiscal year ending after the Closing Date, the ​ shall, subject to be offered to be prepaid in accordance with [clause (vii)] below,Sections 2.07(b)(v) and (b)(vi), prepay an aggregate principal amount of Loans in an amount equal to # the Applicable ECF Percentage of Excess Cash Flow, if any, for the fiscal year covered by such financial statements minus # all voluntary prepayments of Term Loans made during such fiscal year or after year-end and prior to when such Excess Cash Flow prepayment is due and, in the case of the fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, # to the extent such prepayments are funded with internally generated cash and # excluding any such voluntary prepayments made during such fiscal year that reduced the amount required to be prepaid pursuant to this [Section 2.05(b)(i)] in the prior fiscal year.equal to,

Mandatory. (i)Excess Cash Flow. Within five (5) Business Days after financial statements are required to have been delivered pursuant to [Section 6.01(Section 5.06(a)] (commencing, beginning with the fiscal year ending December 31, 2021) and the related Compliance Certificate is required to be delivered pursuant to [Section 6.02(a)],2015, the Borrower shall cause to be offered to be prepaidprepay the Borrowings in accordance with [clause (vii)] below, an aggregate principal amount of Loans in an amount equal to # the Applicable ECF Percentage of Excess Cash Flow, if any,Flow for the most recent fiscal year covered by such financial statements minusless # allthe aggregate principal amount of any voluntary prepaymentsprepayment of Term LoansBorrowings made by the Borrower pursuant to Section 2.06(b) during such fiscal year or(or, at the option of the Borrower, after year-the end andof such fiscal year but prior to whenthe time by such prepayment (it being understood that any such amount may not be then applied to reduce the prepayment required to be made under this paragraph with respect to Excess Cash Flow prepayment is due and, inflow for the case of thenext following fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, # to the extent such prepayments are funded with internally generated cash and #year)), excluding any such voluntary prepayments made duringto the extent financed with the incurrence of Long-Term Debt; provided that no prepayment shall be required under this paragraph if, and only to the extent, such fiscal year that reducedprepayment shall not be permitted by the amount required to be prepaid pursuant to this [Section 2.05(b)(i)]restrictions set forth in the prior fiscal year.ABL Documents (so long as such restrictions are not more adverse to [[Organization B:Organization]] than those in effect on the Closing Date), it being agreed that to the extent any prepayment or a portion thereof is not made on account of such restrictions, such prepayment or such portion thereof shall be made immediately upon such restrictions ceasing to prohibit such prepayment.

Mandatory. (i) Within five (5) Business Days after financial statements are required to haveCompliance Certificate has been delivered pursuant to [Section 6.01(a)] (commencing with the fiscal year ending December 31, 2021) and the related Compliance Certificate is required to be delivered pursuant to [SectionSection 6.02(a)], the BorrowerBorrowers shall cause to be offered to be prepaid in accordance with [clause (vii)]clause (b)(vi) and (ix) below, an aggregate principal amount of Term Loans in an amount equal to (the “ECF Payment Amount”) # the Applicable ECF Percentage of Excess Cash Flow, if any, for the fiscal year covered by such financial statements minus # the sum of # at the Lead Borrower’s option, all voluntary prepaymentsprepayments, repurchases or redemptions of Term Loans made during such fiscal year or after year-end and prior to when such Excess Cash Flow prepayment is due and,(including, in the case of Term Loans prepaid pursuant to # [Section 2.05(a)(v)], the actual purchase price paid in cash pursuant to a “Dutch Auction” and # open-market purchases pursuant to [Section 10.07(l)], the actual purchase price paid in cash pursuant to such purchase), # at the Lead Borrower’s option, all voluntary prepayments, repurchases or redemptions of Revolving Credit Loans during such fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, #or after year-end and prior to when such Excess Cash Flow prepayment is due to the extent the Revolving Credit Commitments are permanently reduced by the amount of such prepayments arepayments, # at the Lead Borrower’s option, all voluntary prepayments, repurchases or redemptions of any Incremental Equivalent First Lien Debt, Credit Agreement Refinancing Indebtedness, Permitted Ratio Debt, incurred Indebtedness under [Section 7.03(g)] and any other Indebtedness (in the case of any revolving credit facilities, to the extent accompanied by a permanent reduction of the corresponding commitment) in each case, secured on a pari passu basis with the Initial Term Loans and Incremental Amendment No. 1 Term Loans and repurchased or redeemed on a pro rata basis or less than pro rata basis with the Initial Term Loans and Incremental Amendment No. 1 Term Loans (except to the extent financed with proceeds of long-term funded with internally generated cashIndebtedness (other than revolving loans)) during such fiscal year or after year-end and # excludingprior to when such Excess Cash Flow prepayment is due (provided that, any such voluntary prepayments made during such fiscal yeardescribed in the [foregoing clauses (1) through (3)] that reducedhave not been applied to reduce the amount requiredprepayments which may be due from time to be prepaidtime pursuant to this [Section 2.05(b)(i)] shall be carried over to subsequent fiscal years, and may reduce the prepayments due from time to time pursuant to this [Section 2.05(b)(i)] during such fiscal years, until such time as such voluntary prepayments have been used to reduce such prepayments which may be due from time to time), # the amount of Capital Expenditures or acquisitions of IP Rights to the extent not expensed and Capitalized Software Expenditures accrued or made (or committed to be made) in cash during such period or, at the option of the Lead Borrower, made after such period and prior fiscal year.to the date the Excess Cash Flow prepayment is due (it being understood that to the extent such Capital Expenditures or acquisitions are not actually made as committed in a subsequent period, such amount shall be added back in calculating Excess Cash Flow for such subsequent period, to the extent financed with internally generated cash or Borrowings under the Revolving Credit Facility), # the aggregate amount of all principal payments of Indebtedness of the Lead Borrower or the Restricted Subsidiaries made (or committed to be made) during such period or, at the option of the Lead Borrower, made after such period and prior to the date the Excess Cash Flow prepayment is due (it being understood that to the extent such payments are not actually made as committed in a subsequent period, such amount shall be added back in calculating Excess Cash Flow for such subsequent period) (including # the principal component of payments in respect of Financing Leases, # the amount of any scheduled repayment of Term Loans pursuant to Section 2.07, and # any mandatory prepayment of Term Loans pursuant to [Section 2.05(b)(ii)] to the extent required due to a Disposition that resulted in an increase to Consolidated Net Income and not in excess of the amount of such increase but excluding # all other voluntary and mandatory prepayments of Term Loans and all prepayments and repayments of Revolving Credit Loans and Swing Line Loans and # all prepayments in

Mandatory. (i) WithinExcess Cash Flow. No later than five (5) Business Days after the date on which the audited financial statements are requiredwith respect to have been delivered pursuant to [Section 6.01(a)] (commencing with thesuch fiscal year ending December 31, 2021) and the related Compliance Certificate isin which such Excess Cash Flow Period occurs are required to be delivered pursuant to [Section 6.02(‎[Section 5.01(a)] (for the avoidance of doubt, commencing with the fiscal year of the Borrower after the Closing Date), the Borrower shall cause to be offered to be prepaidmake prepayments in accordance with [clause (vii)] below,Sections ‎2.10(f) and ‎(g), in an aggregate principal amount of Loans in an amount equal to # the Applicable ECF Percentagefollowing percentage of Excess Cash Flow, if any,Flow (such percentage, the “Required ECF Percentage”) for the fiscal year covered by such financial statements minus # all voluntary prepaymentsExcess Cash Flow Period then ended based on the Secured Leverage Ratio at the end of Term Loans made during such fiscal year or after year-end and prior to when such Excess Cash Flow prepayment is due and, in the case of the fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, # to the extent such prepayments are funded with internally generated cash and # excluding any such voluntary prepayments made during such fiscal year that reduced the amount required to be prepaid pursuant to this [Section 2.05(b)(i)] in the prior fiscal year.Period then ended: