SECTION 2.1.2 Section 1.01 of the Credit Agreement is hereby amended by
inserting the following defined terms in appropriate alphabetical order therein:
Term A-3 Facility shall mean the credit facility comprising the Term A-3 Facility Commitments, any Incremental Term Loan Commitments having the same terms as the Term A-3 Facility Loans and the Term A-3 Facility Loans.
Term A-3 Facility Commitment shall mean with respect
to a Term A-3 Facility Lender, the commitment of such Term A-3 Facility Lender to make Term A-3 Facility Loans to the Borrower on
the Third Amendment Effective Date. The initial amount of each Term A-3 Facility Lenders Term A-3 Facility Commitment is the amount set forth on such Term A-3 Facility Lenders signature page to the Third Amendment, as applicable.
Term A-3 Facility Lenders shall mean (a) on the
Third Amendment Effective Date, the Lenders having commitments to make Term A-3 Facility Loans under the Third Amendment as reflected on the signature pages to the Third Amendment and (b) after the Third
Amendment Effective Date, each Lender that holds a Term A-3 Facility Loan, after giving effect to any assignments thereof permitted by Section 13.05(b).
Term A-3 Facility Loans shall mean the term loans
made by the Term A-3 Facility Lenders to the Borrower pursuant to Section 2.01(f) hereof or pursuant to any Incremental Term Loan Commitments having the same terms as the Term A-3 Facility Loans.
Third Amendment shall mean that
certain Incremental Joinder Agreement No. 2 and Third Amendment to Credit Agreement, dated as of May 2, 2017, by and among the Borrower, the Guarantors party thereto, Holdco, RRR, the Term A-3
Facility Lenders party thereto, the Incremental Term A-3 Lenders (as defined therein) party thereto and the Administrative Agent.
Third Amendment Effective Date has the meaning given to the term Effective Date
in the Third Amendment.
Third Amendment Refinancing Arranger shall mean Deutsche Bank
Securities Inc., as lead arranger and bookrunner in connection with the Third Amendment.
SECTION 2.1.3 Section 1.01
of the Credit Agreement is hereby amended by amending and restating the following definitions in their entirety as follows:
Required Pro Rata Lenders shall mean, as of any date of determination: (a) prior to the Closing Date,
Lenders holding more than 50% of the aggregate amount of the Revolving Commitments and the Term A Facility Commitments and (b) thereafter, Non-Defaulting Lenders holding more than 50% of the aggregate sum
(without duplication) of the (a) (i) the aggregate Unutilized R/C Commitments of all Non-Defaulting Lenders, (ii) the aggregate outstanding Revolving Loans of all
Non-Defaulting Lenders, (iii) the Swingline Exposure of all Non-Defaulting Lenders, (iv) the L/C Liabilities of all
Non-Defaulting Lenders and (v) aggregate outstanding Term A Facility Loans and Term A-3 Facility Loans held by