Extract to table

" Unless otherwise defined herein, capitalized terms used in this Letter shall have the meanings ascribed to them in the Term Sheet

Until such time, Brindoval shall remain committed for the full $200,000,000 of the Term Loan Facility

The Borrower agrees to cooperate with Brindoval's syndication efforts as more fully described in Section VII below

The Loan Documents shall include, without limitation: (i) a senior secured credit agreement (the "Credit Agreement"); (ii) a guarantee agreement, pursuant to which each direct and indirect domestic subsidiary of the Borrower (including, post-closing, Meridian and each of its domestic subsidiaries) shall guarantee the obligations under the Credit Agreement; (iii) pledge and security agreements, pursuant to which the Borrower and each Guarantor shall grant to the Administrative Agent, for the benefit of the Lenders, a first-priority security interest in substantially all of their respective assets, in each case as more fully described in the Term Sheet; (iv) intellectual property security agreements (covering patents, trademarks, copyrights, and related IP rights of the Borrower and each Guarantor); (v) deposit account control agreements with respect to each material deposit account of the Borrower and each Guarantor; and (vi) such other ancillary documents, instruments, and agreements as the Administrative Agent shall reasonably request, consistent with the terms of the Term Sheet

For the avoidance of doubt, a reduction in the Purchase Price of less than ten percent (10%) shall not be deemed to be materially adverse to the interests of the Lenders

For purposes of this Commitment Letter, "Material Adverse Effect" shall have the meaning ascribed to such term (or any analogous term) in the Acquisition Agreement as in effect on the date hereof