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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment 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, (c) confirms 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, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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 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. 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 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, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 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, that to the extent that that, any such Loan Document purports to assign or ​ pledge to the Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Sixth Amendment 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, that to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, Agent for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a Guarantor, confirms and agrees that all as 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)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 PartiesBorrowers’ obligations obligation to repay the Loans in accordance with the terms of Financing Agreement 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. 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 any Agent the Agents 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 Second Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Second Amendment 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, to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Fifth Amendment 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, that to the extent that any such Loan Document purports to assign or pledge to the Collateral AgentCOLLATERAL AGENT FOR THE BENEFIT OF THE AGENTS AND THE LENDERS, for the benefit of the Agents 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 Collateral 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 Agents 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 (as amended hereby) and the other Loan DocumentsASSIGNMENT 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 is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a GuarantorINCLUDING, 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)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. 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. 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 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Second Amendment 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, that to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, Agent for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a Guarantor, confirms and agrees that all as 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)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 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. 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 any Agent the Agents 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, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 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, that to the extent that that, any such Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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. 8 Effective Date, all references in any such Loan Document to the “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 Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Fourth Amendment 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 (cIII) confirms and agrees 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, to the extent that any such Loan Document purports to assign or pledge to the Collateral 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 Agents 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, or to grant to the Collateral AgentSUCH PLEDGE, for the benefit of the Agents and the LendersASSIGNMENT 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, 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 DocumentsOTHER THAN AS EXPRESSLY PROVIDED HEREIN, such pledgeINCLUDING, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a GuarantorWITHOUT LIMITATION, 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)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 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. 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 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Fourth Amendment 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, (c) confirms 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, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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, 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 this 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 "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 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 AmendmentWaiver, (b) confirms and agrees that the Financing Agreement and each other Loan Document (in each case, as modified by this Waiver) to which it is a party is, and shall continue to be, other than as expressly set forth in this Waiver, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment Waiver Effective Date, all references in any such Loan Document to the “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, that to the extent that that, any such Loan Document purports to assign or pledge to the Collateral Agent, Agents for the benefit of the Agents and the Lenders, or to grant to the Collateral AgentAgents, for the benefit of the 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 DocumentsDocuments (in each case, as modified by this Waiver), such pledge, assignment and/or grant of the security interest or Lien is Xxxx is, subject to the release thereof as expressly set forth in this Waiver, hereby ratified and confirmed in all respects 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)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 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 effecteffect (in each case, as modified by this Waiver). 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Second Amendment 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, that to the extent that any such Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, Agent for the benefit of the Agents 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 any the 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Ninth Amendment 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, that to the extent that any such Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents and the LendersBENEFIT OF THE SECURED PARTIES, or to grant to the Collateral 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 Agents 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 (as amended hereby) and the other Loan DocumentsSUCH PLEDGE, such pledgeASSIGNMENT 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, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a GuarantorOTHER THAN AS EXPRESSLY PROVIDED HEREIN, 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 PartiesINCLUDING, other than as expressly provided hereinWITHOUT LIMITATION, including, without limitation, the Loan Parties’ 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. 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 Agents, any Agent Issuing Lender 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. 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 (a) acknowledges and consents to this First Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment 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, to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 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 Third Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Third Amendment 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, to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 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 First Amendment No. 7 Effective Date, all references in any such Loan Document to the “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 Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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 Sixth Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Sixth Amendment 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, to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 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 First Amendment No. 13 Effective Date, all references in any such Loan Document to the “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 any Agent for the Collateral benefit of the Secured Parties (or any of them), or to grant to any Agent, for the benefit of the Agents and the Lenders, Secured Parties (or to grant to the Collateral Agent, for the benefit any of the Agents and the Lendersthem), 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 DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects 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)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 effecteffect (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 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. 7.

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, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 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, that to the extent that that, any such Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Second Amendment 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 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, to the extent that any such Loan Document purports to assign or pledge to the Collateral 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 Agents 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, or to grant to the Collateral AgentSUCH PLEDGE, for the benefit of the Agents and the LendersASSIGNMENT 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, 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 DocumentsOTHER THAN AS EXPRESSLY PROVIDED HEREIN, such pledgeINCLUDING, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a GuarantorWITHOUT LIMITATION, 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)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 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. 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 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Amendment 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, that to the extent that any such Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, Agent for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 any Agent the Agents 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Amendment 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 (cIII) confirms and agrees 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, to the extent that any such Loan Document purports to assign or pledge to the Collateral 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 Agents 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, or to grant to the Collateral AgentSUCH PLEDGE, for the benefit of the Agents and the LendersASSIGNMENT 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, 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 DocumentsOTHER THAN AS EXPRESSLY PROVIDED HEREIN, such pledgeINCLUDING, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a GuarantorWITHOUT LIMITATION, 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)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 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. 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 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, respects except that on and after the First Amendment 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, that to the extent that any such Loan Document purports to assign or pledge to the Collateral Agent, Agent for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, Agent for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 any Agent the Agents 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 to which it is a party is, and 130897502_7 130897502_13 shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 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 Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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 herebyby this Amendment) and the other Loan Documents, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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. 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 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, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 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, 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, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment No. 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 Collateral Agent, Agent for the benefit of the Agents Agent and the Lenders, or to grant to the Collateral Agent, for the benefit of the Agents 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 (as amended hereby) and the other Loan DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 effecteffect (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 any the 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 Seventh Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Seventh Amendment 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, to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 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 (other than the Released Entities) hereby (a) acknowledges and consents to this Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Sixth Amendment 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, (c) confirms 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, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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, 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. Except as set forth in Section 7 above, nothing expressed or implied in this 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 "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 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 Fourth Amendment, (b) confirms and agrees that the Financing Agreement and each other Loan Document to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Fourth Amendment 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, to the extent that the Financing Agreement or any such other Loan Document purports to assign or pledge to the Collateral Agent, for the benefit of the Agents and the Lenders, or to grant to the Collateral Agent, for the benefit of the 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, such pledge, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects 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)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 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. 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 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 to which it is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except that on and after the First Amendment 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 Collateral Administrative Agent, for the benefit of the Agents Administrative Agent and the Lenders, or to grant to the Collateral Administrative Agent, for the benefit of the Agents 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 OF THE FINANCING AGREEMENT (as amended herebyAS AMENDED HEREBY) and the other Loan DocumentsAND THE OTHER LOAN DOCUMENTS, such pledgeSUCH PLEDGE, assignment and/or grant of the security interest or Lien is hereby ratified and confirmed in all respects and (d) with respect to each Loan Party that is a GuarantorASSIGNMENT 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, 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)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. 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. 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 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 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 First Amendment No. 11 Effective Date, all references in any such Loan Document to the “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 any Agent for the Collateral benefit of the Secured Parties (or any of them), or to grant to any Agent, for the benefit of the Agents and the Lenders, Secured Parties (or to grant to the Collateral Agent, for the benefit any of the Agents and the Lendersthem), 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 DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects 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)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 effecteffect (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 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. 10 Effective Date, all references in any such Loan Document to the “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 any Agent for the Collateral benefit of the Secured Parties (or any of them), or to grant to any Agent, for the benefit of the Agents and the Lenders, Secured Parties (or to grant to the Collateral Agent, for the benefit any of the Agents and the Lendersthem), 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 DocumentsDocuments (in each case, as amended or otherwise modified by this Amendment), such pledge, assignment and/or grant of the security interest or Lien is is, subject to the release thereof as expressly set forth in this Amendment, hereby ratified and confirmed in all respects 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)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 effecteffect (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 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.