Common use of Effects of this Amendment Clause in Contracts

Effects of this Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants, Liens, guarantees or agreements contained in the existing Credit Agreement or any other provision of the existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Except as expressly set forth herein, nothing herein shall be deemed to be a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. (b) From and after the Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby. This Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents. ARTICLE V MISCELLANEOUS Section 5.01 Governing Law. THIS AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 3

Effects of this Amendment. (ai) Except On the Amendment No. 6 Effective Date, the Credit Agreement will be automatically amended to reflect the amendments thereto provided for in this Amendment. Once the Amendment No. 6 Effective Date has occurred, all references to the Credit Agreement in any document, instrument, agreement, or writing shall be deemed to refer to the Credit Agreement as expressly set forth amended by this Amendment. (ii) Other than as specifically provided herein, this Amendment shall not by implication or otherwise limit, impair, constitute operate as a waiver or amendment of any right, power or otherwise affect the rights and remedies privilege of the Lenders or the Administrative Agent or any Lender under the existing Credit Agreement or any other Loan Document or of any other term or condition of the Credit Agreement or any other Loan Document, and nor shall the entering into of this Amendment preclude the Administrative Agent and/or any Lender from refusing to enter into any further waivers or amendments with respect thereto. This Amendment is not alter, modify, amend or intended by any of the parties hereto to be interpreted as a course of dealing which would in any way affect any impair the rights or remedies of the termsAdministrative Agent or any Lender except as expressly stated herein, conditionsand no Lender shall have any obligation to extend credit to the Borrowers other than pursuant to the strict terms of the Credit Agreement (as amended by this Amendment) and the other Loan Documents. (iii) Each of the Loan Parties hereby consent to this Amendment and hereby (A) restates, obligations, covenants, Liens, guarantees or agreements contained ratifies and reaffirms each and every term and condition set forth in the existing Credit Agreement or any other provision and the Loan Documents effective as of the existing Credit Agreement or of any other Amendment No. 6 Effective Date and as amended hereby and hereby reaffirms its obligations (including the Obligations) under each Loan DocumentDocument to which it is a party, all of (B) confirms and agrees that after giving effect to the amendment contemplated hereby, the pledge and security interest in the Collateral granted by it pursuant to the Collateral Documents to which are ratified and affirmed in all respects and it is a party shall continue in full force and effect. Except , (C) acknowledges and agrees that such pledge and security interest in the Collateral granted by it pursuant to such Collateral Documents shall continue to secure the Obligations, as expressly set forth herein, nothing herein shall be deemed to be a waiver, amendment, modification amended or other change of, any otherwise affected hereby and (D) reaffirms the continuing validity and enforceability of the terms, conditions, obligations, covenants or agreements guaranty obligations contained in the Credit Agreement and the Loan Documents, as amended by this Amendment. This Amendment amends the Credit Agreement. As such, this Amendment represents in part a renewal of, and is issued in substitution and exchange for, and not in satisfaction or any other Loan Document in similar or different circumstances. (b) From and after novation of, the Amendment Effective Date, each reference in “Obligations” under the Credit Agreement. The “Obligations” under the Credit Agreement are continuing Obligations of the Loan Parties, and nothing herein shall be construed to deem such “this Agreement”, “hereunder”, “hereof”, “herein”Obligations” paid, or words of like import, and each reference to the Credit Agreement in release or terminate any other Loan Document shall be deemed a reference Lien or security interest given to the Credit Agreement as amended hereby. This Amendment shall constitute a secure such “Loan DocumentObligations” for all purposes of the Credit Agreement and the other Loan Documents. ARTICLE V MISCELLANEOUS Section 5.01 Governing Law. THIS AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 3or any guaranty thereof.

Effects of this Amendment. (a) This Amendment shall become effective upon the satisfaction of the following conditions (such date, the “Amendment Effective Date”): (i) the Agent shall have received this Amendment duly executed and delivered by the Borrower, the Guarantors, the Agent and each of the Required Lenders; and (ii) that certain Payoff Letter, dated February 29, 2020 (the “Payoff Letter”), among the Obligors, CIT Northbridge Funding I LLC (“CIT”), the other Lenders, and the Agent, shall be effective and the Borrower shall have paid to CIT the Payoff Amount (as defined in the Payoff Letter) in accordance with the terms thereof. (b) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants, Liens, guarantees covenants or agreements contained in the existing Credit Agreement or any other provision of the existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Except as expressly set forth herein, nothing herein shall be deemed to be a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. For the avoidance of doubt, and without limiting the foregoing, except as expressly set forth herein, nothing herein shall be construed to waive or modify any of the requirements, restrictions or other provisions with respect to the Borrowing Base (or any of the definitions related thereto) set forth in the Credit Agreement, including without limitation, Section 9.1.6 of the Credit Agreement. (bc) From and after the Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby. This Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents. ARTICLE V MISCELLANEOUS Section 5.01 Governing Law. THIS AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 3.

Effects of this Amendment. (a) Except as expressly set forth hereinOn the Amendment Effective Date, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent under the existing Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants, Liens, guarantees or agreements contained in the existing Credit Agreement or any other provision of the existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Except as expressly set forth herein, nothing herein shall be deemed to be a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document will be automatically amended to reflect the amendments thereto provided for in similar or different circumstances. (b) From Section 1.01 of this Amendment. On and after the Amendment Effective Date, each reference in the rights and obligations of the parties hereto shall be governed by the Credit Agreement to “and the other Senior Finance Documents, as amended by Section 1.01 of this Agreement”, “hereunder”, “hereof”, “herein”, or words Amendment; provided that the rights and obligations of like import, and each reference the parties hereto with respect to the Credit Agreement in any other Loan Document period prior to the Amendment Effective Date shall be deemed a reference to governed by the Credit Agreement as amended hereby. This Amendment shall constitute a “Loan Document” for all purposes provisions of the Credit Agreement and the other Loan Senior Finance Documents. ARTICLE V MISCELLANEOUS Once the Amendment Effective Date has occurred, all references to the Credit Agreement shall be deemed to refer to the Credit Agreement as amended by Section 5.01 Governing Law1.01 of this Amendment. THIS AMENDMENT AND ANY CLAIMPromptly after the Amendment Effective Date occurs, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT the Administrative Agent shall notify the Borrower and the Lenders of the Amendment Effective Date, and such notice shall be conclusive and binding on all parties hereto. (INCLUDINGb) Other than as specifically provided herein, WITHOUT LIMITATIONthis Amendment shall not operate as a waiver or amendment of any right, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF) SHALL BE GOVERNED BYpower or privilege of the Administrative Agent or any Lender under the Credit Agreement or any other Senior Finance Document or of any other term or condition of the Credit Agreement or any other Senior Finance Document, AND CONSTRUED IN ACCORDANCE WITHnor shall the entering into of this Amendment preclude the Administrative Agent and/or any Lender from refusing to enter into any further waivers or amendments with respect thereto. This Amendment is not intended by any of the parties hereto to be interpreted as a course of dealing which would in any way impair the rights or remedies of the Administrative Agent or any Lender except as expressly stated herein, THE LAW OF THE STATE OF NEW YORK. 3and no Lender shall have any obligation to extend credit to the Borrower other than pursuant to the strict terms of the Credit Agreement and the other Senior Finance Documents, as amended or supplemented to date (including by means of this Amendment).

Effects of this Amendment. (a) Except On the First Amendment Effective Date, the Credit Agreement will be automatically amended to reflect the amendment thereto provided for in this Amendment. Once the First Amendment Effective Date has occurred, all references to the Credit Agreement in any document, instrument, agreement, or writing shall be deemed to refer to the Credit Agreement as expressly set forth amended by this Amendment. (b) Noranda Intermediate Holding Corporation acknowledges and agrees that it is currently, and at all times since the Closing Date has been, a Borrower, and fully bound by, and subject to, all of the covenants, terms, obligations (including, without limitation, all payment obligations) and conditions of the Credit Agreement and the other Loan Documents which are applicable to it in its capacity as a Borrower and party to the Credit Agreement, and each of Holdings, the Company and the other Borrowers hereby acknowledges and agrees to the foregoing. (c) Other than as specifically provided herein, this Amendment shall not by implication or otherwise limit, impair, constitute operate as a waiver or amendment of any right, power or otherwise affect the rights and remedies privilege of the Lenders or the Administrative Agent or any Lender under the existing Credit Agreement or any other Loan Document or of any other term or condition of the Credit Agreement or any other Loan Document, and nor shall the entering into of this Amendment preclude the Administrative Agent and/or any Lender from refusing to enter into any further waivers or amendments with respect thereto. This Amendment is not alter, modify, amend or intended by any of the parties hereto to be interpreted as a course of dealing which would in any way affect any impair the rights or remedies of the terms, conditions, obligations, covenants, Liens, guarantees or agreements contained in the existing Credit Agreement Administrative Agent or any other provision of the existing Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Except Lender except as expressly set forth stated herein, nothing herein and no Lender shall be deemed have any obligation to be a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. (b) From and after the Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference extend credit to the Credit Agreement in any Borrower other Loan Document shall be deemed a reference than pursuant to the Credit Agreement as amended hereby. This Amendment shall constitute a “Loan Document” for all purposes strict terms of the Credit Agreement and the other Loan Documents. ARTICLE V MISCELLANEOUS Section 5.01 Governing Law. THIS AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT as amended or supplemented to date (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 3including by means of this Amendment).