Common use of Continued Effectiveness of the Financing Agreement and Other Loan Documents Clause in Contracts

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Fourth Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Fourth Amendment No. 7 Effective Date, all references in the Financing Agreement or any such other Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Fourth Amendment, and (c) confirms and agrees that that, to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Fourth Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Term Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under the Financing Agreement (as amended hereby) or any other Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Fourth Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Fourth Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this AmendmentSHALL MEAN THE FINANCING AGREEMENT AS AMENDED BY THIS AMENDMENT, and AND (cIII) confirms and agrees that to the extent thatCONFIRMS AND AGREES THAT TO THE EXTENT THAT ANY SUCH LOAN DOCUMENT PURPORTS TO ASSIGN OR PLEDGE TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the LendersOR TO GRANT TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS A SECURITY INTEREST IN OR LIEN ON, or to grant to the AgentANY COLLATERAL AS SECURITY FOR THE OBLIGATIONS OF THE LOAN PARTIES FROM TIME TO TIME EXISTING IN RESPECT OF THE FINANCING AGREEMENT (AS AMENDED HEREBY) AND THE OTHER LOAN DOCUMENTS, for the benefit of the Agent and the LendersSUCH PLEDGE, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each caseASSIGNMENT AND/OR GRANT OF THE SECURITY INTEREST OR LIEN IS HEREBY RATIFIED AND CONFIRMED IN ALL RESPECTS. THIS AGREEMENT DOES NOT AND SHALL NOT AFFECT ANY OF THE OBLIGATIONS OF THE LOAN PARTIES, as amended or otherwise modified by this Amendment)OTHER THAN AS EXPRESSLY PROVIDED HEREIN, such pledgeINCLUDING, assignment and/or grant of the security interest or Lien isWITHOUT LIMITATION, subject to the release thereof as expressly set forth in this AmendmentTHE LOAN PARTIES' OBLIGATIONS TO REPAY THE LOANS IN ACCORDANCE WITH THE TERMS OF FINANCING AGREEMENT, hereby ratified and confirmed in all respectsOR THE OBLIGATIONS OF THE LOAN PARTIES UNDER ANY LOAN DOCUMENT TO WHICH THEY ARE A PARTY, ALL OF WHICH OBLIGATIONS SHALL REMAIN IN FULL FORCE AND EFFECT. This Amendment does not and shall not affect any of the obligations of the Loan PartiesEXCEPT AS EXPRESSLY PROVIDED HEREIN, other than as expressly provided hereinTHE EXECUTION, includingDELIVERY AND EFFECTIVENESS OF THIS AMENDMENT SHALL NOT OPERATE AS A WAIVER OF ANY RIGHT, without limitationPOWER OR REMEDY OF THE AGENTS OR ANY LENDER UNDER THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan DocumentNOR CONSTITUTE A WAIVER OF ANY PROVISION OF THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Fourth Amendment No. 7 Effective Date, all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that that, to the extent that, that any such Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien isis hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a Guarantor, subject to confirms and agrees that all of the release thereof as expressly set forth in this Amendment, provisions of and obligations under its Guaranty are hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (effect, and nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Financing Agreement or instruments securing the same. Nothing expressed or implied in each casethis Amendment shall be construed as a release or other discharge of any Loan Party under the Financing Agreement, or the other Loan Documents, as amended hereby, from any of its obligations and liabilities as a "Borrower", "Guarantor" or otherwise modified by this Amendment)"Loan Party" thereunder. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 9 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the any Agent for the benefit of the Agent and the LendersSecured Parties (or any of them), or to grant to the any Agent, for the benefit of the Agent and the LendersSecured Parties (or any of them), a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Seventh Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Seventh Amendment No. 7 Effective Date, all references in the Financing Agreement or any such other Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Seventh Amendment, and (c) confirms and agrees that that, to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Seventh Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Term Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under the Financing Agreement (as amended hereby) or any other Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Seventh Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 4 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' ’ obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Fifth Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (ciii) confirms and agrees that to the extent that, that any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the LendersCOLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS, or to grant to the AgentOR TO GRANT TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS A SECURITY INTEREST IN OR LIEN ON, for the benefit of the Agent and the LendersANY COLLATERAL AS SECURITY FOR THE OBLIGATIONS OF THE LOAN PARTIES FROM TIME TO TIME EXISTING IN RESPECT OF THE FINANCING AGREEMENT (AS AMENDED HEREBY) AND THE OTHER LOAN DOCUMENTS, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each caseSUCH PLEDGE, as amended or otherwise modified by this Amendment)ASSIGNMENT AND/OR GRANT OF THE SECURITY INTEREST OR LIEN IS HEREBY RATIFIED AND CONFIRMED IN ALL RESPECTS. THIS AGREEMENT DOES NOT AND SHALL NOT AFFECT ANY OF THE OBLIGATIONS OF THE LOAN PARTIES, such pledgeOTHER THAN AS EXPRESSLY PROVIDED HEREIN, assignment and/or grant of the security interest or Lien isINCLUDING, subject to the release thereof as expressly set forth in this AmendmentWITHOUT LIMITATION, hereby ratified and confirmed in all respectsTHE LOAN PARTIES' OBLIGATIONS TO REPAY THE LOANS IN ACCORDANCE WITH THE TERMS OF FINANCING AGREEMENT, OR THE OBLIGATIONS OF THE LOAN PARTIES UNDER ANY LOAN DOCUMENT TO WHICH THEY ARE A PARTY, ALL OF WHICH OBLIGATIONS SHALL REMAIN IN FULL FORCE AND EFFECT. This Amendment does not and shall not affect any of the obligations of the Loan PartiesEXCEPT AS EXPRESSLY PROVIDED HEREIN, other than as expressly provided hereinTHE EXECUTION, includingDELIVERY AND EFFECTIVENESS OF THIS AMENDMENT SHALL NOT OPERATE AS A WAIVER OF ANY RIGHT, without limitationPOWER OR REMEDY OF THE AGENTS OR ANY LENDER UNDER THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan DocumentNOR CONSTITUTE A WAIVER OF ANY PROVISION OF THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Sixth Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Sixth Amendment No. 7 Effective Date, all references in the Financing Agreement or any such other Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Sixth Amendment, and (c) confirms and agrees that that, to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Sixth Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Term Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under the Financing Agreement (as amended hereby) or any other Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Sixth Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Eighth Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (ciii) confirms and agrees that to the extent that, that any such Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent and the LendersSecured Parties, or to grant to the Agent, Collateral Agent for the benefit of the Agent and the Lenders, Secured Parties a security interest in or Lien on on, any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment Agreement does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent Agents, any Issuing Lender or any Lender under the Financing Agreement or any other Loan DocumentFINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT, nor constitute a waiver of any provision NOR CONSTITUTE A WAIVER OF ANY PROVISION OF THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT. The amendment of the Financing Agreement or any pursuant to this Amendment and all other Loan DocumentDocuments amended and/or executed and delivered in connection with this Amendment do not constitute a novation of the Financing Agreement and the other Loan Documents as in effect prior to the Eighth Amendment Effective Date.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Second Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Second Amendment No. 7 Effective Date, all references in the Financing Agreement or any such other Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Second Amendment, and (c) confirms and agrees that that, to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Second Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Term Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under the Financing Agreement (as amended hereby) or any other Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Second Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 7 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that that, to the extent that, that any such Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respectsrespects and (d) with respect to each Loan Party that is a Guarantor, confirms and agrees that all of the provisions of and obligations under its Guaranty are hereby ratified and confirmed in all respects (and specifically confirms and agrees (without limiting any provisions of Sections 11.02 and 11.03 of the Financing Agreement) that the Obligations in respect of the Additional Loan shall constitute part of the Guaranteed Obligations). This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' ’ obligations to repay the Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “thereto”"THERETO", “thereof”"THEREOF", “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment"THEREUNDER" OR WORDS OF LIKE IMPORT REFERRING TO THE FINANCING AGREEMENT SHALL MEAN THE FINANCING AGREEMENT AS AMENDED BY THIS AMENDMENT, and AND (cIII) confirms and agrees that to the extent thatCONFIRMS AND AGREES THAT TO THE EXTENT THAT ANY SUCH LOAN DOCUMENT PURPORTS TO ASSIGN OR PLEDGE TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the LendersOR TO GRANT TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS A SECURITY INTEREST IN OR LIEN ON, or to grant to the AgentANY COLLATERAL AS SECURITY FOR THE OBLIGATIONS OF THE LOAN PARTIES FROM TIME TO TIME EXISTING IN RESPECT OF THE FINANCING AGREEMENT (AS AMENDED HEREBY) AND THE OTHER LOAN DOCUMENTS, for the benefit of the Agent and the LendersSUCH PLEDGE, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each caseASSIGNMENT AND/OR GRANT OF THE SECURITY INTEREST OR LIEN IS HEREBY RATIFIED AND CONFIRMED IN ALL RESPECTS. THIS AGREEMENT DOES NOT AND SHALL NOT AFFECT ANY OF THE OBLIGATIONS OF THE LOAN PARTIES, as amended or otherwise modified by this Amendment)OTHER THAN AS EXPRESSLY PROVIDED HEREIN, such pledgeINCLUDING, assignment and/or grant of the security interest or Lien isWITHOUT LIMITATION, subject to the release thereof as expressly set forth in this AmendmentTHE LOAN PARTIES' OBLIGATIONS TO REPAY THE LOANS IN ACCORDANCE WITH THE TERMS OF FINANCING AGREEMENT, hereby ratified and confirmed in all respectsOR THE OBLIGATIONS OF THE LOAN PARTIES UNDER ANY LOAN DOCUMENT TO WHICH THEY ARE A PARTY, ALL OF WHICH OBLIGATIONS SHALL REMAIN IN FULL FORCE AND EFFECT. This Amendment does not and shall not affect any of the obligations of the Loan PartiesEXCEPT AS EXPRESSLY PROVIDED HEREIN, other than as expressly provided hereinTHE EXECUTION, includingDELIVERY AND EFFECTIVENESS OF THIS AMENDMENT SHALL NOT OPERATE AS A WAIVER OF ANY RIGHT, without limitationPOWER OR REMEDY OF THE AGENTS OR ANY LENDER UNDER THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan DocumentNOR CONSTITUTE A WAIVER OF ANY PROVISION OF THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Second Amendment No. 7 Effective Date, Date all references in the Financing Agreement or any such other Loan Document to the “"Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (ciii) confirms and agrees that to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, Collateral Agent for the benefit of the Agent and the Lenders, Lenders a security interest in or Lien on on, any Collateral as security for the Obligations or Guaranteed Obligations, as the case may be, of the any Loan Parties Party from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respectsrespects as of the date hereof. This Amendment does not and shall not affect any of the obligations of the any Loan PartiesDOCPROPERTY DPWPathText \* MERGEFORMAT #95046351v5 DOCPROPERTY DPWPathText \* MERGEFORMAT #95046351v5 DOCPROPERTY "CUS_DocIDChunk0" 39440402 Party, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations Borrower's obligation to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the any other Loan Parties Party under any Loan Document to which they are it is a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent Agents or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Third Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Third Amendment No. 7 Effective Date, all references in the Financing Agreement or any such other Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Third Amendment, and (c) confirms and agrees that that, to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Third Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Term Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under the Financing Agreement (as amended hereby) or any other Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Third Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”, ," the “"Agreement”, “," "thereto”, “," "thereof”, “," "thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, that any such Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent Agents and the Lenders, or to grant to the Agent, Collateral Agent for the benefit of the Agent Agents and the Lenders, Lenders a security interest in or Lien on on, any Collateral as security for the Obligations or Guaranteed Obligations, as the case may be, of the any Loan Parties Party from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the any Loan PartiesParty, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations Borrowers’ obligation to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the any other Loan Parties Party under any Loan Document to which they are it is a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent Agents or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this First Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 7 Effective Date, all references in the Financing Agreement or any such other Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this First Amendment, and (c) confirms and agrees that that, to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This First Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Term Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under the Financing Agreement (as amended hereby) or any other Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this First Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 22 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the any Agent for the benefit of the Agent and the LendersSecured Parties (or any of them), or to grant to the any Agent, for the benefit of the Agent and the LendersSecured Parties (or any of them), a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this AmendmentAmendment or as set forth in the relevant governing agreement, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 11 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the any Agent for the benefit of the Agent and the LendersSecured Parties (or any of them), or to grant to the any Agent, for the benefit of the Agent and the LendersSecured Parties (or any of them), a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 6 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 7 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that that, to the extent that, that any such Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respectsrespects and (d) with respect to each Loan Party that is a Guarantor, confirms and agrees that all of the provisions of and obligations under its Guaranty are hereby ratified and confirmed in all respects (and specifically confirms and agrees (without limiting any provisions of Sections 11.02 and 11.03 of the Financing Agreement) that the Obligations in respect of the Additional Loan shall constitute part of the Guaranteed Obligations). This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' ’ obligations to repay the Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender - 29 - under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 8 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 10 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the any Agent for the benefit of the Agent and the LendersSecured Parties (or any of them), or to grant to the any Agent, for the benefit of the Agent and the LendersSecured Parties (or any of them), a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and 130897502_7 130897502_13 shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 3 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that that, to the extent that, that any such Loan Document purports to assign or pledge to the Agent Collateral Agent, for the benefit of the Agent Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement (as amended by this Amendment) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' ’ obligations to repay the Loans in accordance with the terms of Financing Agreement, Agreement or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, Document nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Ninth Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (ciii) confirms and agrees that to the extent that, that any such Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent and the LendersBENEFIT OF THE SECURED PARTIES, or to grant to the AgentOR TO GRANT TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE SECURED PARTIES A SECURITY INTEREST IN OR LIEN ON, for the benefit of the Agent and the LendersANY COLLATERAL AS SECURITY FOR THE OBLIGATIONS OF THE LOAN PARTIES FROM TIME TO TIME EXISTING IN RESPECT OF THE FINANCING AGREEMENT (AS AMENDED HEREBY) AND THE OTHER LOAN DOCUMENTS, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each caseSUCH PLEDGE, as amended or otherwise modified by this Amendment)ASSIGNMENT AND/OR GRANT OF THE SECURITY INTEREST OR LIEN IS HEREBY RATIFIED AND CONFIRMED IN ALL RESPECTS. THIS AGREEMENT DOES NOT AND SHALL NOT AFFECT ANY OF THE OBLIGATIONS OF THE LOAN PARTIES, such pledgeOTHER THAN AS EXPRESSLY PROVIDED HEREIN, assignment and/or grant of the security interest or Lien isINCLUDING, subject to the release thereof as expressly set forth in this AmendmentWITHOUT LIMITATION, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan PartiesTHE LOAN PARTIES' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent Agents, any Issuing Lender or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document. The amendment of the Financing Agreement pursuant to this Amendment and all other Loan Documents amended and/or executed and delivered in connection with this Amendment do not constitute a novation of the Financing Agreement and the other Loan Documents as in effect prior to the Ninth Amendment Effective Date.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Second Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (ciii) confirms and agrees that to the extent thatDOC ID - 22614363.5 12 AGREES THAT TO THE EXTENT THAT ANY SUCH LOAN DOCUMENT PURPORTS TO ASSIGN OR PLEDGE TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the LendersOR TO GRANT TO THE COLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS A SECURITY INTEREST IN OR LIEN ON, or to grant to the AgentANY COLLATERAL AS SECURITY FOR THE OBLIGATIONS OF THE LOAN PARTIES FROM TIME TO TIME EXISTING IN RESPECT OF THE FINANCING AGREEMENT (AS AMENDED HEREBY) AND THE OTHER LOAN DOCUMENTS, for the benefit of the Agent and the LendersSUCH PLEDGE, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each caseASSIGNMENT AND/OR GRANT OF THE SECURITY INTEREST OR LIEN IS HEREBY RATIFIED AND CONFIRMED IN ALL RESPECTS. THIS AGREEMENT DOES NOT AND SHALL NOT AFFECT ANY OF THE OBLIGATIONS OF THE LOAN PARTIES, as amended or otherwise modified by this Amendment)OTHER THAN AS EXPRESSLY PROVIDED HEREIN, such pledgeINCLUDING, assignment and/or grant of the security interest or Lien isWITHOUT LIMITATION, subject to the release thereof as expressly set forth in this AmendmentTHE LOAN PARTIES' OBLIGATIONS TO REPAY THE LOANS IN ACCORDANCE WITH THE TERMS OF FINANCING AGREEMENT, hereby ratified and confirmed in all respectsOR THE OBLIGATIONS OF THE LOAN PARTIES UNDER ANY LOAN DOCUMENT TO WHICH THEY ARE A PARTY, ALL OF WHICH OBLIGATIONS SHALL REMAIN IN FULL FORCE AND EFFECT. This Amendment does not and shall not affect any of the obligations of the Loan PartiesEXCEPT AS EXPRESSLY PROVIDED HEREIN, other than as expressly provided hereinTHE EXECUTION, includingDELIVERY AND EFFECTIVENESS OF THIS AMENDMENT SHALL NOT OPERATE AS A WAIVER OF ANY RIGHT, without limitationPOWER OR REMEDY OF THE AGENTS OR ANY LENDER UNDER THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan DocumentNOR CONSTITUTE A WAIVER OF ANY PROVISION OF THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 21 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the any Agent for the benefit of the Agent and the LendersSecured Parties (or any of them), or to grant to the any Agent, for the benefit of the Agent and the LendersSecured Parties (or any of them), a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this AmendmentAmendment or as set forth in the relevant governing agreement, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 2 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or ​ pledge to the Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' ’ obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that that, to the extent that, that any such Loan Document purports to assign or pledge to the Agent Administrative Agent, for the benefit of the Administrative Agent and the Lenders, or to grant to the Administrative Agent, for the benefit of the Administrative Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents OF THE FINANCING AGREEMENT (in each caseAS AMENDED HEREBY) AND THE OTHER LOAN DOCUMENTS, as amended or otherwise modified by this Amendment)SUCH PLEDGE, such pledgeASSIGNMENT AND/OR GRANT OF THE SECURITY INTEREST OR LIEN IS HEREBY RATIFIED AND CONFIRMED IN ALL RESPECTS. THIS AMENDMENT DOES NOT AND SHALL NOT AFFECT ANY OF THE OBLIGATIONS OF THE LOAN PARTIES, assignment and/or grant of the security interest or Lien isOTHER THAN AS EXPRESSLY PROVIDED HEREIN, subject to the release thereof as expressly set forth in this AmendmentINCLUDING, hereby ratified and confirmed in all respectsWITHOUT LIMITATION, THE LOAN PARTIES’ OBLIGATIONS TO REPAY THE LOANS IN ACCORDANCE WITH THE TERMS OF FINANCING AGREEMENT OR THE OBLIGATIONS OF THE LOAN PARTIES UNDER ANY LOAN DOCUMENT TO WHICH THEY ARE A PARTY, ALL OF WHICH OBLIGATIONS SHALL REMAIN IN FULL FORCE AND EFFECT. This Amendment does not and shall not affect any of the obligations of the Loan PartiesEXCEPT AS EXPRESSLY PROVIDED HEREIN, other than as expressly provided hereinTHE EXECUTION, includingDELIVERY AND EFFECTIVENESS OF THIS AMENDMENT SHALL NOT OPERATE AS A WAIVER OF ANY RIGHT, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan DocumentPOWER OR REMEDY OF ADMINISTRATIVE AGENT OR ANY LENDER UNDER THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT NOR CONSTITUTE A WAIVER OF ANY PROVISION OF THE FINANCING AGREEMENT OR ANY OTHER LOAN DOCUMENT.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 5 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the Lenders, or to grant ​ ​ to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 3 Effective Date, all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, for the benefit of the Agent and the Lenders, a security interest in or Lien on any ​ Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' ’ obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this AmendmentWaiver, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this AmendmentWaiver) to which it is a party is, and shall continue to be, other than as expressly set forth in this AmendmentWaiver, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 Waiver Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended modified by this AmendmentWaiver, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the Agent Agents for the benefit of the Agent Agents and the Lenders, or to grant to the AgentAgents, for the benefit of the Agent Agents and the Lenders, a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this AmendmentWaiver), such pledge, assignment and/or grant of the security interest or Lien Xxxx is, subject to the release thereof as expressly set forth in this AmendmentWaiver, hereby ratified and confirmed in all respects. This Amendment Waiver does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this AmendmentWaiver). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment Waiver shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Amendment No. 7 Effective Date, Date all references in any such Loan Document to "the “Financing Agreement”, ," the “"Agreement”, “," "thereto”, “," "thereof”, “," "thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, that any such Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent Agents and the Lenders, or to grant to the Agent, Collateral Agent for the benefit of the Agent Agents and the Lenders, Lenders a security interest in or Lien on on, any Collateral as security for the Obligations or Guaranteed Obligations, as the case may be, of the any Loan Parties Party from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the any Loan PartiesParty, other than as expressly provided herein, including, without limitation, the Loan PartiesBorrowers' obligations obligation to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the any other Loan Parties Party under any Loan Document to which they are it is a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent Agents or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the Amendment No. 7 13 Effective Date, all references in any such Loan Document to the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, any such Loan Document purports to assign or pledge to the any Agent for the benefit of the Agent and the LendersSecured Parties (or any of them), or to grant to the any Agent, for the benefit of the Agent and the LendersSecured Parties (or any of them), a security interest in or Lien on any Collateral as security for the Obligations of the Loan Parties from time to time existing in respect of the Financing Agreement and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the Loan Parties, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the Loan Parties under any Loan Document to which they are a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment). Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the any Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (ai) acknowledges and consents to this Amendment, (bii) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Sixth Amendment No. 7 Effective Date, Date all references in the Financing Agreement or any such other Loan Document to the “"Financing Agreement”", the “"Agreement”", “"thereto”", “"thereof”", “"thereunder” " or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (ciii) confirms and agrees that to the extent that, that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, Collateral Agent for the benefit of the Agent and the Lenders, Lenders a security interest in or Lien on on, any Collateral as security for the Obligations or Guaranteed Obligations, as the case may be, of the any Loan Parties Party from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respectsrespects as of the date hereof. This Amendment does not and shall not affect any of the obligations of the any Loan PartiesParty, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations Borrowers’ obligation to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the any other Loan Parties Party #97889169v6 under any Loan Document to which they are it is a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent Agents or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.

Continued Effectiveness of the Financing Agreement and Other Loan Documents. Each Loan Party hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as amended or otherwise modified by this Amendment) to which it is a party is, and shall continue to be, other than as expressly set forth in this Amendment, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the Second Amendment No. 7 Effective Date, Date all references in any such Loan Document to “the “Financing Agreement”, the “Agreement”, “thereto”, “thereof”, “thereunder” or words of like import referring to the Financing Agreement shall mean the Financing Agreement as amended by this Amendment, and (c) confirms and agrees that to the extent that, that any such Loan Document purports to assign or pledge to the Collateral Agent for the benefit of the Agent and the Lenders, or to grant to the Agent, Collateral Agent for the benefit of the Agent and the Lenders, Lenders a security interest in or Lien on on, any Collateral as security for the Obligations or Guaranteed Obligations, as the case may be, of the any Loan Parties Party from time to time existing in respect of the Financing Agreement (as amended hereby) and the other Loan Documents (in each case, as amended or otherwise modified by this Amendment)Documents, such pledge, assignment and/or grant of the security interest or Lien is, subject to the release thereof as expressly set forth in this Amendment, is hereby ratified and confirmed in all respects. This Amendment does not and shall not affect any of the obligations of the any Loan PartiesParty, other than as expressly provided herein, including, without limitation, the Loan Parties' obligations Borrower’s obligation to repay the Loans in accordance with the terms of Financing Agreement, or the obligations of the any other Loan Parties Party under any Loan Document to which they are it is a party, all of which obligations shall remain in full force and effect (in each case, as amended or otherwise modified by this Amendment)effect. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or any Lender under the Financing Agreement or any other Loan Document, nor constitute a waiver of any provision of the Financing Agreement or any other Loan Document.