Common use of New Lenders Clause in Contracts

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, Each of the New Lenders agrees to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement (including, as amended pursuant to this Agreement), and agrees that it shall, on the Effective Date, become a Lender thereunder for all purposes of the Credit Agreement to the same extent as if originally a party thereto, with a Commitment as specified on Exhibit C-1 hereto. (b) Each of the New Lenders (a) represents and shall have the obligations of a Lender thereunder, warrants that it is legally authorized to enter into this Agreement; (ivb) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements most recently delivered pursuant to Section 6.01 thereof, as applicable, 6.1(a) and (b) thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Agreement; (bc) agrees that it has made and will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; or any instrument or document furnished pursuant hereto or thereto; (cd) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Loan Documents or any instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (de) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance to their terms, with its terms all the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (eLender including, without limitation, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to Section 2.15(e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement. (c) The address for notices for each of the New Lenders for the purposes of the Credit Agreement is as specified on Exhibit C-2 hereto.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fourth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fourth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Fourth Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan By executing this Amendment, each New Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, Agrees to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement, and agrees that it shall, on the date of this Amendment, become a “Lender” (as defined in the Credit Agreement) for all purposes of the Credit Agreement to the same extent as if originally a Lender thereunder party thereto; and (i) Represents and shall have the obligations of a Lender thereunder, warrants that it is legally authorized to enter into this Amendment; (ivii) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicableAgreement, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Amendment; (biii) agrees that it has made and will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; or any instrument or document furnished pursuant hereto or thereto; (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Loan Documents or any instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (dv) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance to their terms, with its terms all the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (eLender including, without limitation, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to Section 2.15(d) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Third Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Third Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Third Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and First Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement First Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the First Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Third Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable8.01, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Third Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Third Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Third Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Third Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Third Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required and have the rights and obligations of a Lender thereunder. Upon the Third Amendment Effective Date, (a) each Lender who holds Loans in an aggregate amount less than its Pro Rata Share (after giving effect to this Third Amendment) of all Loans shall advance new Loans which shall be performed by it disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Pro Rata Share of all Loans, (b) each Lender’s participation in each Letter of Credit shall be automatically adjusted to equal its Pro Rata Share (after giving effect to this Third Amendment), and (c) such other adjustments shall be made as a the Administrative Agent shall specify so that each Lender; and ’s Outstanding Amount of all Committed Loans and all L/C Obligations equals such Lender’s Pro Rata Share (eafter giving effect to this Third Amendment) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementaggregate Outstanding Amount of all Committed Loans and all L/C Obligations of all of the Lenders.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate To the transactions contemplated hereby and to become extent not already a Lender under the Credit Agreement, (ii) it meets each Increasing/Joinder Lender party hereto acknowledges and agrees that upon its execution of this Commitment Increase Agreement and the making of Term A-3 Loans and/or 2017 Multicurrency Revolving Commitments or 2017 US Dollar Revolving Commitments, as applicable, that such Increasing/Joinder Lender shall become a “Lender” under, and for all requirements of an Eligible Assignee under purposes of, the Credit AgreementAgreement and the other Loan Documents, and (iii) from and after the Effective Date, it shall be subject to and bound by the terms thereof (as modified by the provisions of this Commitment Increase Agreement), and shall perform all the Credit Agreement as obligations of and shall have all rights of a Lender thereunder and shall have (as modified by the obligations provisions of a this Commitment Increase Agreement). (b) Each Increasing/Joinder Lender thereunder, party hereto (ivi) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, Sections 6.01(a) and 6.01(b) of the Credit Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Increase Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) in Each Increasing/Joinder Lender represents and warrants that it is an Eligible Assignee. (d) On or prior to the case of such Incremental Term Loan date which is ten Business Days after the Additional Commitments Effective Date, each Increasing/Joinder Lender that is a Foreign Lender, comply with Lender shall deliver to the provisions of Administrative Agent such documentation that is required to be delivered by it pursuant to Section 10.15 11.16 of the Credit Agreement, duly completed and executed by such Lender. (e) For purposes of the Credit Agreement, the initial notice address of each Increasing/Joinder Lender party hereto shall be as set forth below its signature below.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents On the Second Amendment Effective Date and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under in accordance with Section 2.23 of the Credit Agreement, (iia) it meets the Tranche B Term Commitments of the Non-Consenting Lenders shall be assigned to the New Lenders, (b) the Non-Consenting Lenders shall cease to be Tranche B Term Lenders under, and for all requirements of an Eligible Assignee under purposes of, the Credit Agreement, Agreement and the other Loan Documents and (iiic) from the Tranche B Commitments of the Lenders shall be as set forth on Exhibit A to this Second Amendment. Each New Lender, the Administrative Agent and after the Borrower acknowledges and agrees that on the Second Amendment Effective Date, upon each New Lender’s execution of a Lender Addendum, it shall become a “Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, on the terms and subject to the conditions set forth below, with a Tranche B Term Commitment (the “New Commitments”) as set forth on Exhibit A to this Second Amendment and shall be subject to and bound by the provisions terms thereof, and shall perform all the obligations of the Credit Agreement as a Lender thereunder and shall have the obligations all rights of a Lender thereunder, . Each New Lender (ivi) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsDocuments and the exhibits thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Second Amendment; (bii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 . For purposes of the Credit Agreement, the initial notice address of each New Lender shall be as set forth on its signature page. The Lenders hereby agree that on the Second Amendment Effective Date, the Commitments of each Lender (including each New Lender) shall be as set forth on Exhibit A to this Second Amendment.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Third Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Third Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Third Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Third Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Third Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Third Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. (a) Each Incremental Term New Lender, by its signature to this Amendment, agrees to become a Lender under the Loan Agreement, with a Revolver Commitment in the amount set forth with respect to such New Lender that is an Additional Term on Schedule 1 hereto, and to be bound by all of the terms and conditions applicable to Lenders under the Loan Lender:Agreement and each other Transaction Document. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Loan Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iiiB) from and after the Effective Date, it shall be bound by the provisions of the Credit Loan Agreement and the other Transaction Documents as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivC) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 9.1.3 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on to become a party to the basis of which Loan Agreement, and (D) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent or any other Lender; , and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to become a party to the Loan Agreement; (bii) agrees that (A) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement Transaction Documents, and (B) it will perform in accordance with their terms all of the other Loan Documents; obligations which by the terms of the Transaction Documents are required to be performed by it as a Lender; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Loan Agreement and the other Loan Documents as are delegated to the Administrative Agent Agen by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) acknowledges and agrees that it will perform in accordance to their termsupon the Effective Date, such New Lender shall be a “Lender” under, and for all obligations which by purposes of, the terms of the Credit Loan Agreement and the other Loan Documents are required Documents, and shall be subject to and bound by the terms thereof, and shall perform all the obligations of and shall have all rights of a Lender thereunder. (c) Each of the Agent, each Existing Lender, the Borrower, and the Servicer agrees that, as of the Effective Date, each New Lender shall (i) be performed by it as a Lenderparty to the Loan Agreement with a Revolver Commitment in the amount set forth with respect to such New Lender on SCHEDULE 1 hereto, (ii) be a Lender for all purposes of the Loan Agreement and the other Transaction Documents, and (iii) have the rights and obligations of a Lender under the Loan Agreement and the other Transaction Documents; and (ed) in The address of each New Lender for purposes of all notices and other communications is as set forth on the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementsignature page hereto.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Second Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Second Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Second Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that of such applicable Class is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes each Agent to take such action as such Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to each such Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Amendment, to consummate the transactions contemplated hereby and to become a Lender of such applicable Class under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder to become a Lender of such applicable Class on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Sixth Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case Lender of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementapplicable Class thereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Sixth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Sixth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Sixth Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement as amended hereby and the other Loan Documents; (c) appoints Documents and authorizes have the Administrative Agent rights and obligations of a Lender thereunder. If the Subject Acquisition Closing Date does not occur, and the conditions set forth in Section 5 hereof are not satisfied, in each case, on or prior to take such action on its behalf and October 31, 2013, any New Lender with a Maximum Credit Amount of $0.00 shall automatically cease to exercise such powers be a Lender for all purposes under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereofof November 1, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement2013.

New Lenders. Each Incremental Term Loan entity executing this Agreement under the heading “New Lender” on the signature pages hereto (each a “New Lender”) hereby agrees to provide a Revolving Commitment in the amount set forth beside its name on Schedule 1.1A hereto. Each New Lender that is an Additional Term Loan Lender: (ai) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreementhereunder, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivB) it has received a copy of or has been accorded the Credit Agreement and the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, 6.1 of the Existing Credit Agreement and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder on the basis of which to become a party hereto, and (C) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and to become a party hereto; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and . The Borrowers agree that, as of the Closing Date, each New Lender shall (ei) in be a party to this Agreement, (ii) be a “Lender” with respect to its Loans and Commitments for all purposes of this Agreement and the case other Loan Documents, and (iii) have the rights and obligations of such Incremental Term a Lender hereunder and the other Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit AgreementDocuments.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents Each New Lender agrees and warrants that acknowledges as follows: (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under received copy of the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Intercreditor Agreement and the other Loan DocumentsDocuments (including, in each case, all schedules and exhibits thereto), together with copies of the most recent recently delivered financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide join the Credit Agreement as a Lender, and (ii) upon its Incremental Term Commitment hereunder on execution and delivery of this Amendment it shall be a Lender under and for all purposes under the basis Credit Agreement, intending to be legally bound by the terms thereof (including, without limitation, the provisions of which Subsection 10.1 thereof) and it has made such analysis shall perform all the obligations of and decision independently and without reliance on be entitled to all the Administrative Agent or any other Lender;benefits of a Lender thereunder. (b) Each New Lender (i) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (cii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; (diii) appoints and authorizes the Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Collateral Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (iv) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and Lender thereunder (e) in the case of such Incremental Term Loan Lender that is a Foreign Lenderincluding, comply with without limitation, the provisions of Section 10.15 5.1(a) of this Amendment) and (v) affirms the acknowledgements and representations of such New Lender as a Lender contained in Subsection 10.5 of the Credit Agreement.

New Lenders. (a) Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Incremental Joinder Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 11.06(b)(v) of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Joinder Agreement, (iv) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Incremental Joinder Agreement, (v) if it is a Foreign Lender, attached hereto is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender, and (vi) such New Lender is not and will not be (A) an employee benefit plan subject to Title I of ERISA, (B) a plan or account subject to Section 4975 of the Internal Revenue Code, (C) an entity deemed to hold “plan assets” of any such plans or accounts for purposes of ERISA or the Internal Revenue Code, or (D) a “governmental plan” within the meaning of ERISA.; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (eb) in The Loan Parties agree that, as of the case of date hereof, such Incremental Term New Lender shall (i) be a party to the Credit Agreement and the other Loan Lender that is Documents, (ii) be a Foreign “Lender, comply with the provisions of Section 10.15 ” for all purposes of the Credit AgreementAgreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (c) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Administrative Agent.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsCredit Documents and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Term Administrative Agent Agent, the lead arrangers and bookrunners noted on the cover page hereof (the “Lead Arrangers”) or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Term Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Credit Documents as are delegated to the Term Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to their terms, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) , as the case may be, in each case, in accordance with the terms thereof as set forth in the case of such Incremental Credit Agreement. Each New Lender acknowledges and agrees that it shall become a “Tranche B-1 Term Loan Lender that is Lender” and a Foreign “Term Loan Lender” under, comply with and for all purposes of, the provisions Credit Agreement and the other Credit Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-1 Term Loan Lender” and a “Term Loan Lender” thereunder. The Borrower hereby consents, for purposes of Section 10.15 13.6(b)(i)(A) of the Credit Agreement, to the assignment on or within ninety (90) days of the Amendment No. 1 Effective Date of any Tranche B-1 Term Loans by the Fronting Bank, to (A) any Person that was an Existing Term Lender on the Amendment No. 1 Effective Date (immediately prior to giving effect thereto) or (B) any assignees separately identified, and acceptable, to the Borrower.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and First Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement First Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent First Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Amended Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Amended Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Amended Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Second Amendment, to consummate the transactions contemplated hereby and to become a party to, and a Lender under under, the Amended Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable5.01 of the Credit Agreement, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Second Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Second Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under be bound by the provisions of the Amended Credit Agreement and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term Loan 1.1 On the Seventh Amendment Effective Date (as defined below), WXXXX FARGO BANK, NATIONAL ASSOCIATION (the “New Lender”) shall become a “Lender” under the Credit Agreement, as amended hereby, with all the rights and duties of a “Lender” thereunder and with Commitments in the amounts set forth opposite its name on the Commitment Schedule, as amended hereby. The New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements of an Eligible Assignee to be a Lender under the Credit Agreement (and each party hereto consents to the New Lender becoming a Lender under the Credit Agreement), and (iii) from and after the Seventh Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and it is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement and the all other Loan Documents, together with and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereofthe Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Amendment, (vi) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and the transactions hereunder, and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. 1.2 As of the Seventh Amendment Effective Date, the share of all Loans and the participations in all Swingline Loans of the Lenders (eincluding the New Lender) shall be automatically adjusted and assigned without recourse such that, after giving effect to such adjustments and assignments, all Loans and all participations in Swingline Loans under the Credit Agreement are held ratably by the Lenders (determined after giving effect to this Amendment) in proportion to their respective Commitments as set forth on the case Commitment Schedule to the Credit Agreement, as amended hereby. The Administrative Agent is hereby authorized to take such steps under the Credit Agreement as reasonably required to give effect to the addition of such Incremental Term Loan Lender that is a Foreign the New Lender, comply including, without limitation, reallocating outstanding obligations under the Credit Agreement to the remaining Lenders and the New Lender ratably based on their Commitments shall be paid by the Borrower and the Lenders (including the New Lender) as determined by the Administrative Agent in connection with such reallocation as of the provisions of Seventh Amendment Effective Date. The Borrowers shall pay any amounts owing under Section 10.15 2.15 of the Credit AgreementAgreement pursuant to the terms hereof in connection with the foregoing.

New Lenders. Each Incremental Term The Loan Parties, Administrative Agent and the Lenders acknowledge and agree that, upon the execution and delivery of this Amendment by the parties hereto, the Persons signatory hereto that were not Lenders under the Existing Credit Agreement immediately prior to giving effect to this Amendment (each, a “New Lender” and collectively, the “New Lenders”) shall each be a Lender that is an Additional Term for all purposes under the Credit Agreement and the other Loan Lender: Documents. In furtherance of the foregoing, each New Lender hereby (ai) represents and warrants that (i) it has full power and authority, and has taken all action necessary, is legally authorized to execute and deliver enter into this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, Amendment; (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement as amended hereby and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, thereto and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement as amended hereby; (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; ; (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereofAgent, together with such powers as are reasonably incidental thereto; ; (dv) agrees that it will perform in accordance to with their terms, terms all obligations which by the terms of the Credit Agreement and the or any other Loan Documents Document are required to be performed by it as a Lender; and (evi) in represents that on the case date of such Incremental Term this Amendment it is not presently aware of any facts that would cause it to make a claim under the Credit Agreement or any other Loan Lender Document; and (vii) acknowledges and agrees that is a Foreign Lender, comply with the provisions of Section 10.15 as of the date hereof it shall be a party to the Credit AgreementAgreement as amended hereby and have the rights and obligations of a Lender thereunder and hereunder.

New Lenders. Each Incremental Term Loan entity executing this Agreement under the heading “New Lender” on the signature pages hereto (each a “New Lender”) hereby agrees to provide a Revolving Commitment in the amount set forth beside its name on Schedule 1.1A heretoas in effect on the Closing Date. Each New Lender that is an Additional Term Loan Lender: (ai) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreementhereunder, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivB) it has received a copy of or has been accorded the Credit Agreement and the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, 6.1 of the Existing Credit Agreement and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder on the basis of which to become a party hereto, and (C) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and to become a party hereto; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and . The Borrowers agree that, as of the Closing Date, each New Lender shall (ei) in be a party to this Agreement, (ii) be a “Lender” with respect to its Loans and Commitments for all purposes of this Agreement and the case other Loan Documents, and (iii) have the rights and obligations of such Incremental Term a Lender hereunder and the other Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit AgreementDocuments.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender was an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Sixth Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (ai) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan Credit Documents, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Lender or agent thereunder; (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or agent thereunder and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Credit Documents; ; (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (dv) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Credit Documents are required to be performed by it as a Lender; and (e) . Each Lender represents and warrants that, in participating as a Lender, it is engaged in making, acquiring or holding commercial loans in the case ordinary course of such Incremental Term Loan Lender that is a Foreign Lenderits business, comply with and not for the provisions purpose of Section 10.15 investing in the general performance or operations of the Credit Agreement.Borrower or any Subsidiary thereof or for the purpose of purchasing, acquiring or holding any other type of financial instrument, such as a security (and each Lender hereby agrees not to assert a claim in contravention of the foregoing, such as a claim under the federal or state securities laws). |US-DOCS\154101332.9||

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if each New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and First Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement First Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent First Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Tranche A Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that to the Administrative Agent and the Borrower that, as of the Incremental Term Facility Closing Date (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Incremental Term Facility Closing Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, thereunder and (iviii) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Tranche A Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (ed) subject to the terms and conditions contained in Article IX of the case Credit Agreement, appoints, designates, authorizes, and further consents to, Bank of America to act on its behalf as Administrative Agent and to take such action on its behalf and to exercise such powers under this Supplement, the Tranche A Incremental Collateral Documents, the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof and hereof, and to execute such documents for or on behalf of the Tranche A Incremental Term Loan Lender Lenders as it deems necessary or desirable to effect the terms hereof, together with such powers as are reasonably incidental thereto; provided that, upon the occurrence and continuance of an Event of Default under Section 8.01(f) of the Credit Agreement, following the written request of the Tranche A Required Lenders, Bank of America will appoint a sub-agent (which may include itself) reasonably acceptable to the Tranche A Required Lenders pursuant to Section 9.05 of the Credit Agreement, such sub-agent being designated to act as administrative agent in respect of the separate interests of the Tranche A Incremental Term Loan Lenders; provided further that, following any such appointment of a sub- agent after the occurrence and continuance an Event of Default under Section 8.01(f), the Tranche A Incremental Term Loan Lenders hereby expressly retain the right to remove Bank of America as such sub-agent, with or without cause, and appoint a successor sub-agent of the Administrative Agent with respect to the Tranche A Incremental Term Loans if the Tranche A Required Lenders so elect, which action will become effective immediately upon written notice to Bank of America (or such later date as may be specified in any such written notice) (it being understood that is Bank of America hereby agrees to resign or otherwise effectuate its removal in such capacity as a Foreign Lendersub-agent pursuant to the terms of the Credit Agreement in such circumstances); provided further that, comply with notwithstanding anything to the provisions contrary in the Credit Agreement, no successor sub-agent of the Administrative Agent in respect of the Tranche A Incremental Term Loans shall be appointed without the written consent of the Tranche A Required Lenders, provided still further, notwithstanding same, or anything else herein contained, Bank of America may resign at any time, before or after the occurrence of an Event of Default, as Administrative Agent or as sub-agent for the Tranche A Incremental Term Loan Lenders, all as more fully set forth in Section 10.15 9.06 of the Credit Agreement.

New Lenders. Each Incremental Increasing Term Loan Lender that prior to its execution of this Agreement is an Additional Term Loan Lender: not a Lender hereby (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby by this Agreement, the Credit Agreement and the other Loan Documents and to become a Lender under the Credit AgreementAgreement and the other Loan Documents and perform all of its obligations thereunder, (ii) it meets all requirements of to be an Eligible Assignee assignee under the Credit Agreement, and (iii) from and after the Effective Dateeffectiveness of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and and, to the extent of its portion of the Term Loan (if any) as set forth on Schedule II hereto shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to participate in credit facilities of the type represented by the Credit Agreement, the other Loan Documents and this Agreement and either it, or the person exercising discretion in making its decision to participate in the credit facilities evidenced by the Credit Agreement, the other Loan Documents and this Agreement, is experienced with credit facilities of such type, (v) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, 8.1 of the Credit Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental to commit to make a portion of the Term Commitment hereunder Loan, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (vi) if it is a Foreign Lender, it has provided to the Administrative Agent and the Borrower duly completed and executed documentation required to be delivered by it pursuant to the terms of the Credit Agreement, (b) agrees that it will, will (i) independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; and (dii) agrees that it will perform in accordance to with their terms, respective terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and Lender and (ec) consents to the application of the September 30, 2016 quarterly repayment installment of the Term Loan (including the application of the amounts of any mandatory prepayment to such quarterly repayment installment) to the Lenders that would be entitled to such repayment in accordance with Section 2(a) hereof, notwithstanding anything in the case of such Incremental Term Loan Lender that is a Foreign Lendercontrary in the Credit Agreement (including, comply with the provisions of Section 10.15 without limitation, Sections 4.3 or 5.4 of the Credit Agreement).

New Lenders. Each Incremental Term Loan (a) On the Matrix Closing Date, each of Capital One, National Association, Citizens Bank, N.A., Royal Bank of Canada and GE Capital Bank (each, a “New Lender” and collectively, the “New Lenders”) hereby agrees to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of each New Lender that is an Additional Term Loan Lender:shall be as set forth therein. (ab) Each New Lender (x) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), and (iii) from and after the Effective Matrix Closing Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Agreement, (v) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement, and (vi) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the New Lender; and (y) agrees that (i) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (c) The Borrower agrees that, as of the Matrix Closing Date, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in each New Lender’s Administrative Questionnaire delivered by each New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by each New Lender in a notice to the Administrative Agent. (e) The Lenders’ Commitments and Loans under the Credit Agreement are hereby assigned and reallocated on the Matrix Closing Date among the Lenders, including each New Lender, without recourse, representation or warranty, such that each of the Lenders, including each New Lender, has a Commitment in the case amount set forth on Schedule 2.01 and holds its Applicable Percentage of such Incremental Term the outstanding Loans. Notwithstanding anything in the Credit Agreement or any other Loan Lender Document to the contrary, all assignments and reallocations of Loans and Commitments pursuant to this Section 4 shall be deemed to be assignments made subject to and in compliance with Section 11.06 of the Credit Agreement (including, without limitation, the “Standard Terms and Conditions” applicable to Assignments and Assumptions). (f) For the avoidance of doubt, it is hereby understood and agreed that is a Foreign Lenderunless and until the occurrence of the Matrix Closing Date, comply with the provisions of Section 10.15 of New Lenders shall not become “Lenders” under the Credit Agreement.

New Lenders. Each Incremental Term The New Lenders hereby join in, become a party to, and agree to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an original signatory thereto or to an Additional Term Loan Lender: (a) Lender Agreement. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment, to perform its obligations under this Amendment, the Credit Agreement and any other applicable Loan Documents, to consummate the transactions contemplated hereby and thereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fourth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fourth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Fourth Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended by this Fifth Amendment as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended by this Fifth Amendment, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended by this Fifth Amendment as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fifth Amendment, to consummate the transactions contemplated hereby by this Fifth Amendment and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended by this Fifth Amendment, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable8.01 of the Credit Agreement, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fifth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Fifth Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended by this Fifth Amendment and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents The parties hereto (other than the Departing Lenders) confirm and warrants that (i) it has full power and authorityagree that, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Datedate hereof, it each New Lender shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy for all purposes of the Credit Agreement and the other Loan Documents, together with copies of Documents having the most recent financial statements delivered pursuant Individual Commitment Amount set forth opposite its name on Exhibit A hereto and all references herein or therein to Section 6.01 thereof, as applicable, and such other documents and information as it has "Lenders" or a "Lender" shall be deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other include each New Lender;. (b) Each New Lender hereby agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under will be bound by the Credit Agreement and the other Loan Documents;Documents as a Lender to the extent of its Individual Commitment Amount as fully as if it had been an original party to the Credit Agreement. (c) Without in any way limiting the other provisions hereof, each New Lender irrevocably appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto;, all in accordance with the provisions of the Credit Agreement. (d) agrees Each New Lender acknowledges to the Agent that it the New Lender has itself been, and will perform in accordance continue to their termsbe, solely responsible for making its own independent appraisal of and investigations into the financial condition, creditworthiness, condition, affairs, status and nature of each Borrower and its Subsidiaries, all obligations which by of the terms of matters and transactions contemplated herein and in the Credit Agreement and other Documents and all other matters incidental to the Credit Agreement and the other Loan Documents. Each New Lender confirms with the Agent that it does not rely, and it will not hereafter rely, on the Agent: (i) to check or inquire on its behalf into the adequacy, accuracy or completeness of any information provided by each Borrower, its Subsidiaries or any other person under or in connection with the Credit Agreement and other Documents are required or the transactions therein contemplated (whether or not such information has been or is hereafter distributed to be performed it by it as a Lenderthe Agent); andor (ii) to assess or keep under review on its behalf the financial condition, creditworthiness, condition, affairs, status or nature of each Borrower and its Subsidiaries. (e) in Each New Lender acknowledges to the case Agent that a copy of the Credit Agreement (including a copy of the schedules annexed thereto) has been made available to it for review and further acknowledges and agrees that it has received copies of such Incremental Term Loan other Documents and such other information that it has requested for the purposes of its investigation and analysis of all matters related to this Agreement, the Credit Agreement, the other Documents and the transactions contemplated hereby and thereby. Each New Lender acknowledges to the Agent that it is a Foreign satisfied with the form and substance of the Credit Agreement (as amended and supplemented hereby) and the other Documents. (f) Each of the Swing Line Lender, comply with the provisions Fronting Lender and the Agent hereby consents to the addition and novation of Section 10.15 of each New Lender into the Credit Agreement as a Lender and agrees to recognize the New Lender as a Lender under the Credit Agreement as fully as if the New Lender had been an original party to the Credit Agreement. (g) Each Lender (for certainty, including each New Lender) agrees that its Individual Commitment Amount shall be as set out in Exhibit A attached hereto and accordingly, Schedule A to the Credit Agreement is deleted and replaced with Exhibit A attached hereto.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsCredit Documents and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Term Administrative Agent Agent, the lead arrangers and bookrunners noted on the cover page hereof (the “Lead Arrangers”) or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Term Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Credit Documents as are delegated to the Term Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to their terms, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) , as the case may be, in each case, in accordance with the terms thereof as set forth in the case of such Incremental Credit Agreement. Each New Lender acknowledges and agrees that it shall become a “Tranche B-3 Term Loan Lender that is Lender” and a Foreign “Term Loan Lender” under, comply with and for all purposes of, the provisions Credit Agreement and the other Credit Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-3 Term Loan Lender” and a “Term Loan Lender” thereunder. The Borrower hereby consents, for purposes of Section 10.15 13.6(b)(i)(A) of the Credit Agreement, to the assignment on or within ninety (90) days of the Amendment No. 6 Effective Date of any Tranche B-3 Term Loans by the Fronting Bank, to (A) any Person that was an Existing Term Lender on the Amendment No. 6 Effective Date (immediately prior to giving effect thereto) or (B) any assignees separately identified, and acceptable, to the Borrower.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) Each Lender party hereto that is not a party to the Credit Agreement as in effect immediately prior to the Ninth Amendment Effective Date (collectively, the “New Lenders” and each a “New Lender”) hereby (i) agrees to provide Commitments and Loans in the amount and of the class set forth beside its name on Schedule 2.01 attached hereto and (ii) agrees that the initial Applicable Percentage of such New Lender shall be as set forth on such Schedule. (b) Each New Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), and (iii) from and after the Ninth Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments and Loans, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and Loans and either it, or the Person exercising discretion in making its decision to provide its Commitments and Loans, is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 6.01(a) or (b) thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and to provide its Incremental Term Commitment hereunder on the basis of which Commitments and Loans, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to provide its Commitments and Loans, and (vii) if it is a Foreign Lender;, attached hereto is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender. (bc) Each New Lender agrees that (i) it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ed) in The Loan Parties agree that, as of the case of such Incremental Term Ninth Amendment Effective Date, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Lender that is Documents, (ii) be a Foreign “Lender, comply ” with the provisions of Section 10.15 respect to its Loans and Commitments for all purposes of the Credit AgreementAgreement and the other Loan Documents, and (iii) have the rights and obligations of such a Lender under the Credit Agreement and the other Loan Documents.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan The Toronto-Dominion Bank, New York Branch (the “New Lender: ”) hereby (ai) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and by the Amended Credit Agreement and to become a Lender under the Amended Credit Agreement, (iiB) it meets all requirements of an Eligible Assignee satisfies the requirements, if any, specified in the Amended Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Revolving Commitments and Loans under the Amended Credit AgreementAgreement and become a Lender, and (iiiC) from and after the Amendment No. 2 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and, to the extent of its Revolving Commitments and Loans, shall have the obligations of a Lender thereunder, (ivD) it is sophisticated with respect to decisions to acquire assets of the type represented by the Revolving Commitments and Loans of the New Lender and either it, or the Person exercising discretion in making its decision to acquire the Revolving Commitments and Loans of the New Lender, is experienced in acquiring assets of this type, and (E) it has received a copy of the Existing Credit Agreement and the other Loan DocumentsAmended Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereofSections 6.3(a) and 6.3(b) of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder to become a Lender under the Amended Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent Agent, the Arrangers or any other Lender; Lender or their respective Related Parties, and (bii) agrees that (A) it will, independently and without reliance upon on the Administrative Agent Agent, the Arranger or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsDocuments and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent Agent, or the lead arranger and bookrunner noted on the cover page hereof (the “Lead Arranger”) or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to their terms, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in , as the case of such Incremental Term Loan Lender that is a Foreign Lendermay be, comply in each case, in accordance with the provisions of Section 10.15 of terms thereof as set forth in the Credit Agreement. Each New Lender acknowledges and agrees that it shall become a “Tranche B-1 Term Loan Lender” and a “Term Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-1 Term Loan Lender” and a “Term Lender” thereunder.

New Lenders. Each Incremental Term Loan Additional Revolving Commitment Lender that is an not a Revolving Lender and each Additional Term Loan Lender that is not a Term Lender (each, a “New Lender: ”) immediately prior to giving effect to the Incremental Effective Date (a) represents and warrants acknowledges that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Amended Credit Agreement and the other Loan DocumentsSchedules and Exhibits thereto, together with copies of the most recent financial statements delivered by the Company pursuant to Section 6.01 thereof, as applicablethe Amended Credit Agreement, and such other documents and information as it has deemed appropriate to make its own credit and legal analysis and decision to enter into this Supplement become a Lender under the Amended Credit Agreement; and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit and legal decisions in taking or not taking action under the Amended Credit Agreement. Each New Lender represents and warrants that (a) it is duly organized and existing and it has full power and authority to take, and has taken, all action necessary to execute and deliver this Agreement and to become a Lender under the Amended Credit Agreement; and (b) no notices to, or consents, authorizations or approvals of, any Person are required (other than any already given or obtained) for its due execution and delivery of this Agreement and the performance of its obligations as a Lender under the Amended Credit Agreement. Furthermore, each New Lender agrees to execute and deliver such other Loan Documents; (c) appoints instruments, and authorizes take such other actions, as the Administrative Agent to take such action on its behalf may reasonably request in connection with the transactions contemplated by this Agreement, including that each New Lender shall promptly execute and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated deliver Annex I to the Administrative Agent Agent. Each New Lender by its signature to this Agreement acknowledges and agrees that, on the terms thereofdate hereof, together with each such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which New Lender shall be bound by the terms of the Amended Credit Agreement as fully and to the other Loan Documents are required to be performed by it same extent as a Lender; and (e) in if such New Lender were an original Lender under the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Amended Credit Agreement.

New Lenders. Each Incremental Term Loan Lender (a) By execution of this Amendment, each Person identified as a “Lender” on the signature pages hereto that is an Additional Term not already a Lender under the Credit Agreement (each such Person, a “New Lender”) hereby (i) acknowledges, agrees and confirms that, by its execution of this Amendment, such New Lender shall be deemed to be a party to the Credit Agreement as of the First Amendment Effective Date and a “Lender” for all purposes of the Credit Agreement and the other Loan Lender:Documents and shall have all of the rights and obligations of a Lender thereunder, and (ii) agrees to provide Commitments in the amounts set forth on Schedule 2.01 attached hereto. Each New Lender hereby ratifies, as of the First Amendment Effective Date, and agrees to be bound by, all of the terms, provisions and conditions applicable to Lenders contained in the Credit Agreement (as amended hereby). Each New Lender acknowledges that it has a participation interest in each Letter of Credit issued prior to the First Amendment Effective Date and any drawings thereunder. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (iiB) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), and (iiiC) from and after the First Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement (including, from and after the First Amendment Effective Date, as amended hereby) as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivD) it is sophisticated with respect to its decision to enter into this Amendment and to become a Lender under the Credit Agreement and either it, or the Person exercising discretion in making its decision to enter into this Amendment and to become a Lender under the Credit Agreement, is experienced in transactions of such type, (E) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 6.05 or Section 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder on to become a Lender under the basis of which Credit Agreement, (F) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to become a Lender under the Credit Agreement, and (G) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) in Each Loan Party agrees that, as of the case First Amendment Effective Date, each New Lender shall be a party to the Credit Agreement and a “Lender” for all purposes of such Incremental Term the Credit Agreement and the other Loan Documents and shall have the rights and obligations of a Lender that is a Foreign Lender, comply with the provisions thereunder. (d) The address of each New Lender for purposes of Section 10.15 11.02 of the Credit Agreement is as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the First Amendment Effective Date, or such other address as shall be designated by such New Lender in accordance with Section 11.02 of the Credit Agreement.

New Lenders. By its execution of this Amendment, each Increasing Lender other than an Existing Lender (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 3 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the Facilities shall be as set forth on the revised Schedule 2.01 attached as Annex I hereto. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Amendment No. 3 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or Agent, any other Lender; , agent or arranger; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent Agent, or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement. [Signature Pages Follow.]

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from From and after the Effective Date, it each undersigned Lender who was not a party to the Credit Agreement as of the date thereof (the “New Lenders”) shall be a party under the Credit Agreement after giving effect to this Amendment and will have all the rights and obligations of a Lender for all purposes under the Loan Documents and be bound by the provisions thereof. Each New Lender represents and warrants to the Administrative Agent (for itself only) that: (a) under applicable Laws no tax will be required to be withheld by the Administrative Agent or the Borrower with respect to any payments to be made to such New Lender hereunder or under any Loan Document, and unless otherwise indicated in the space opposite such New Lender’s signature below, no tax forms described in Section 3.8 of the Credit Agreement as a are required to be delivered by such New Lender; and (b) such New Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 6.01 thereof, as applicablethereto, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it Amendment. Such New Lender has made such analysis and decision independently and without reliance on upon the Administrative Agent or any other Lender; (b) agrees that it and based on such information as such New Lender has deemed appropriate, made its own credit analysis and decision to enter into this Amendment. Such New Lender will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on upon such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) Agreement. Each New Lender appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and Agreement, the other Loan Documents or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan undersigned New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit ULCA, the Amended and Restated Security Agreement and the other Loan Documents, and the Equal Priority ICA Joinder Agreement, together with copies of the most recent financial statements required to be delivered pursuant to Section 6.01 thereof5.1 of the Existing ULCA for the fiscal year ending December 31, as applicable2021 and the fiscal quarter ending June 30, 2022 and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment Agreement and provide its Incremental Term Commitment hereunder on to become a Lender (and, if applicable (as provided in Annex II), Issuing Bank) party to the basis of which it has made such analysis and decision ULCA independently and without reliance on upon the Administrative Agent, the ULCA Collateral Agent or any other Lender; ; (bii) agrees that it will, independently and without reliance upon the Administrative Agent, the ULCA Collateral Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own appraisal of, and investigation into, the business, operations, property, prospects, financial and other conditions and creditworthiness of the Borrower and the other Loan Parties and will make its own credit analysis, appraisal, and decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; ; (ciii) appoints and authorizes the Administrative Agent and the ULCA Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents and pursuant to the Equal Priority ICA Joinder Agreement as are delegated to the Administrative Agent and/or to the ULCA Collateral Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; (div) agrees that it will be bound by and perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (ev) in specifies as its domestic lending office (and address for notices) the case office set forth beneath its name on its signature page hereof; and (vi) if it is organized under the laws of such Incremental Term Loan Lender that is a Foreign Lenderjurisdiction outside the United States, comply with it has delivered to the provisions Borrower and the Administrative Agent the Internal Revenue Service forms required by of Section 10.15 2.3(g) of the Credit Agreement.ULCA. As of the Second Amendment Effective Date, (x) each New Lender

New Lenders. 3.1 The parties hereto confirm and agree that each New Lender shall be a Lender for all purposes of the Amended Credit Agreement and the other Credit Documents having the Commitment set forth opposite its name on Exhibit "A" hereto and all references herein or therein to "Lenders" or a "Lender" shall be deemed to include each New Lender. 3.2 Each Incremental Term Loan New Lender that is an Additional Term Loan Lenderhereby acknowledges and agrees that: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall will be bound by the provisions Credit Agreement and the other Credit Documents as a Lender to the extent of its Commitment as fully as if it had been an original party to the Credit Agreement; (b) it has been, and will continue to be, solely responsible for making its own independent appraisal of and investigations into the financial condition, creditworthiness, condition, affairs, status and nature of the Borrower and its Subsidiaries, all of the matters and transactions contemplated herein and in the Credit Agreement as a and other Credit Documents and all other matters incidental to the Credit Agreement and the other Credit Documents. Such New Lender thereunder confirms with the Agent that it does not rely, and shall have it will not hereafter rely, on the obligations Agent: (i) to check or inquire on its behalf into the adequacy, accuracy or completeness of a Lender thereunderany information provided by the Borrower, its Subsidiaries or any other Person under or in connection with the Credit Agreement and other Credit Documents or the transactions therein contemplated (ivwhether or not such information has been or is hereafter distributed to it by the Agent); or (ii) it has received to assess or keep under review on its behalf the financial condition, creditworthiness, condition, affairs, status or nature of the Borrower and its Subsidiaries. (c) a copy of the Credit Agreement has been made available to it for review and further acknowledges and agrees that it has received copies of such other Credit Documents and such other information that it has requested for the purposes of its investigation and analysis of all matters related to this Agreement, the Credit Agreement, the other Credit Documents and the transactions contemplated hereby and thereby. Such New Lender acknowledges to the Agent that it is satisfied with the form and substance of the Credit Agreement (as amended and supplemented hereby) and the other Loan Credit Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or . 3.3 Without in any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and way limiting the other Loan Documents; (c) provisions hereof, each New Lender irrevocably appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform , all in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement. 3.4 Each New Lender specifies that its address for the purpose of notices under Section 12.4 of the Credit Agreement is: For funding notices: Fédération des caisses Xxxxxxxxxx du Québec 0000 Xxxx Xxxxxx, Xxxxx #000 Xxxxxxxx, XX X0X 0X0 Attention: Director, Corporate Banking Facsimile: (000) 000-0000 Export Development Canada 000 Xxxxxx Xxxxxx Ottawa, ON K1A 1K3 Attention: Loans Services - Syndications Email: Xxxxx.xxxxxxxx@xxx.xx For all other notices: Fédération des caisses Xxxxxxxxxx du Québec 0000 Xxxx Xxxxxx, Xxxxx #000 Xxxxxxxx, XX X0X 0X0 Attention: Director, Corporate Banking Facsimile: (000) 000-0000 Export Development Canada 000 Xxxxxx Xxxxxx Ottawa, ON K1A 1K3 Attention: Financing Manager Email: xxxxxx@xxx.xx

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authorityBy its execution of this Amendment, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to each New Lender shall become a Lender party to the Credit Agreement as of the Third Amendment Effective Date and shall have all the rights and obligations, severally and not jointly, of a “Lender” under the Credit Agreement, (ii) it meets all requirements of Agreement and the other Loan Documents as if each were an Eligible Assignee under the Credit Agreementoriginal signatory thereto, and (iii) from shall agree, and after the Effective Datedoes hereby agree, it shall severally and not jointly, to be bound by the provisions of terms and conditions set forth in the Credit Agreement and the other Loan Documents to which the Lenders are a party, in each case, as a Lender thereunder if each were an original signatory thereto. (b) Each New Lender, severally and shall have the obligations of a Lender thereundernot jointly, (ivi) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which Credit Agreement; (ii) agrees that it has made such analysis and decision independently and without reliance on upon the Administrative Agent or any other Lender; , and based on such information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and the Credit Agreement (b) agrees and that it will, independently and without reliance upon the Administrative Agent Agent, the Issuing Bank or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement); (iii) represents and warrants that (A) its name set forth herein is its legal name, (B) it has the full power and authority and the legal right to make, deliver and perform, and has taken all necessary action, to authorize the execution, delivery and performance of this Amendment, and any and all other documents delivered by it in connection herewith and to fulfill its obligations under, and to consummate the transactions contemplated by, this Amendment, the Credit Agreement and the other Loan Documents; , (cC) no consent or authorization of, filing with, or other act by or in respect of any Governmental Authority, is required in connection herewith or therewith, and (D) this Amendment constitutes its legal, valid and binding obligation; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; ; (dv) appoints and authorizes the Issuing Bank to take such action as letter of credit issuing bank on its behalf and to exercise such powers and discretion under the Loan Documents as are delegated to the Issuing Bank by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (vi) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; andand (vii) represents and warrants that under applicable Laws no tax will be required to be withheld by the Administrative Agent or the Borrower with respect to any payments to be made to such New Lender hereunder or under any Loan Document, and no tax forms described in Section 5.03(a) of the Credit Agreement are required to be delivered by such New Lender (or if required, such tax forms have been delivered to the Administrative Agent as required under Section 5.03(a) of the Credit Agreement). (ec) Each New Lender hereby advises each other party hereto that its respective address for notices and its respective Lending Office shall be as set forth below its name on its signature page attached hereto. (d) On the Third Amendment Effective Date, each of the Lenders that was a Lender prior to the date Third Amendment Effective Date (each, an “Existing Lender”) hereby sells, assigns, transfers and conveys to the New Lenders, and each of the New Lenders hereto hereby purchases and accepts, so much of the aggregate commitments under, and loans and participations in letters of credit outstanding under, the case Credit Agreement such that, immediately after giving effect to the effectiveness of this Amendment, the Applicable Percentage of each Lender to the Credit Agreement and the portion of the relevant Commitment of each Lender, shall be as set forth on Annex I, as amended hereby (it being understood that if any Letters of Credit are outstanding under the Credit Agreement as of the Third Amendment Effective Date, then each of the New Lenders shall have purchased and accepted from the Existing Lenders, a participation in such Incremental Term Loan outstanding Letters of Credit based on its respective Applicable Percentage). The foregoing assignments, transfers and conveyances are without recourse to any Existing Lender and without any warranties whatsoever by the Administrative Agent, the Issuing Bank or any Existing Lender as to title, enforceability, collectability, documentation or freedom from liens or encumbrances, in whole or in part, other than that the warranty of any such Existing Lender that is it has not previously sold, transferred, conveyed or encumbered such interests. The Existing Lenders and the Lenders shall, if appropriate, make all appropriate adjustments in payments under the Credit Agreement and the other Loan Documents thereunder for periods prior to the adjustment date among themselves, but in no event shall any such adjustment of Eurodollar Loans (a) constitute a Foreign Lender, comply with the provisions payment or prepayment of all or a portion of any Eurodollar Loans or (b) entitle any Lender to any reimbursement under Section 10.15 5.02 of the Credit Agreement.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (ai) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan Credit Documents, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Lender or agent thereunder; (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or agent thereunder and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Credit Documents; ; (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Credit Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (dv) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Credit Documents are required to be performed by it as a Lender; and (e) . Each Lender represents and warrants that, in participating as a Lender, it is engaged in making, acquiring or holding commercial loans in the case ordinary course of such Incremental Term Loan Lender that is a Foreign Lenderits business, comply with and not for the provisions purpose of Section 10.15 investing in the general performance or operations of the Credit AgreementBorrower or any Subsidiary thereof or for the purpose of purchasing, acquiring or holding any other type of financial instrument, such as a security (and each Lender hereby agrees not to assert a claim in contravention of the foregoing, such as a claim under the federal or state securities laws).

New Lenders. (a) Each Incremental Term Loan Lender of the undersigned financial institutions that is not a party to the Credit Agreement prior to the effective date of this Amendment (each, an Additional Term Loan “New Lender:”) agrees to be bound by the provisions of the Credit Agreement and agrees that it shall, on the effective date of this Amendment, become a Lender for all purposes of the Credit Agreement, with a Commitment as set forth on Schedule 2.01 attached hereto. (b) Each undersigned New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Credit AgreementAgreement that are required to be satisfied by it in order to become a Lender, and (iii) from and after the Effective Dateeffective date of this Amendment, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder Amendment on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; ; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsDocuments and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent Agent, the lead arranger and bookrunner noted on the cover page hereof (the “Lead Arranger”) or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to their terms, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in , as the case of such Incremental Term Loan Lender that is a Foreign Lendermay be, comply in each case, in accordance with the provisions of Section 10.15 of terms thereof as set forth in the Credit Agreement. Each New Lender acknowledges and agrees that it shall become a “Tranche B-1 Term Loan Lender” and a “Term Loan Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-1 Term Loan Lender” and a “Term Loan Lender” thereunder.

New Lenders. JPMorgan Chase Bank, N.A. (“New Lender”) hereby agrees to perform all obligations with respect to its respective Commitment as if such New Lender were an original Lender under and signatory to the Credit Agreement having a Commitment equal to its respective Commitment as set forth on Schedule I attached to the Credit Agreement (as amended hereby), which obligations shall include, without limitation, the obligation to indemnify the Agent as provided in the Credit Agreement. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan Documents(as amended hereby), together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, requested by such New Lender and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on become a party to the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement, (bii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; , (div) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and , (ev) agrees that its payment instructions and notice instructions are as set forth in the case of such Incremental Term Loan Lender attachment to Schedule I attached to the Credit Agreement (as amended hereby), and (vi) confirms that is a Foreign Lender, comply with the provisions of Section 10.15 none of the Credit Agreementfunds, monies, assets or other consideration being used to make the purchase and assumption hereunder are “plan assets” as defined under ERISA and that its rights, benefits and interests in and under the Loan Documents will not be “plan assets” under ERISA.

New Lenders. Each Incremental Term Loan By its execution of this Amendment, each Pro Rata Lender other than an Existing Lender that is an Additional Term Loan providing any portion of the Amended Facilities after giving effect to this Amendment (each a “New Lender: ”) hereby confirms and agrees that, on and after the Amendment No. 5 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the Pro Rata Facilities shall be as set forth on the revised Schedule 2.01 attached as Annex D hereto. Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Amendment No. 5 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or Agent, any other Lender; , agent or arranger; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent Agent, or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan Increasing Lender that prior to its execution of this Agreement is an Additional Term Loan Lender: not a Lender hereby (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby by this Agreement, the Credit Agreement and the other Loan Documents and to become a Lender under the Credit AgreementAgreement and the other Loan Documents and perform all of its obligations thereunder, (ii) it meets all requirements of to be an Eligible Assignee assignee under the Credit Agreement, and (iii) from and after the Effective Dateeffectiveness of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its portion of the Term Loan (if any) as set forth on Part A of Schedule I hereto and its Revolving Credit Commitment as set forth on Part B of Schedule I hereto, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to participate in credit facilities of the type represented by the Credit Agreement and this Agreement and either it, or the person exercising discretion in making its decision to participate in the credit facilities evidenced by the Credit Agreement, is experienced with credit facilities of such type, (v) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, 8.1 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental to commit to make a portion of the Term Commitment hereunder Loan or the increased Revolving Credit Commitment, as applicable, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (vi) if it is a Foreign Lender, it has provided to the Administrative Agent and the Borrower duly completed and executed documentation required to be delivered by it pursuant to the terms of the Credit Agreement and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; and (dii) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term (a) By its execution of this Amendment, each New Lender shall become a party to the Credit Agreement as of the date first above written and shall have all the rights and obligations, severally and not jointly, of a “Lender” under the Credit Agreement and the other Loan Documents as if each were an original signatory thereto, and shall agree, and does hereby agree, severally and not jointly, to be bound by the terms and conditions set forth in the Credit Agreement and the other Loan Documents to which the Lenders are a party, in each case, as if each were an original signatory thereto. (b) The New Lender that is an Additional Term Loan Lender: hereby (a) represents and warrants that (i) it has full power is legally authorized to enter into this Amendment and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender “Lender” under the Credit Agreement, ; (iib) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with the copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, 5.01 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on become a “Lender” under the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bc) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and and, based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and Agreement; (d) confirms that it is a New Lender under the other Loan Documents; Credit Agreement, as defined therein; (ce) appoints and authorizes the Administrative Agent to take such action as an agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; (df) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and and (eg) in agrees that it will keep confidential all information with respect to the case of such Incremental Term Loan Borrower furnished to it by the Borrower or the other Lenders (other than information generally available to the public or otherwise available to the New Lender that is on a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementnon-confidential basis).

New Lenders. Each Incremental Term The New Lenders hereby join in, become a party to, and agree to comply with and be bound by the terms and conditions of the Credit Agreement as Lenders thereunder and under each and every other Loan Document to which any Lender is required to be bound by the Credit Agreement, to the same extent as if the New Lenders were an original signatory thereto. The New Lenders hereby appoint and authorize the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. The New Lenders represent and warrant that is an Additional Term Loan Lender: (a) represents and warrants that (i) it each such New Lender has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Amendment No. 2, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (iib) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a each such New Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 7.1 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment No. 2 and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Amendment No. 2 Effective Date, each such New Lender shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. (a) Each Incremental Term Loan Lender of the undersigned financial institutions that is an Additional Term Loan not a party to the Credit Agreement prior to the Amendment No. 1 Effective Date (each, a “New Lender:”) agrees to be bound by the provisions of the Credit Agreement and agrees that it shall, on the Amendment No. 1 Effective Date, become a Lender for all purposes of the Credit Agreement, with a 2018 Revolving Global Commitment as set forth on Schedule 2.01 attached hereto as Annex A. (b) Each undersigned New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Credit AgreementAgreement that are required to be satisfied by it in order to become a Lender, and (iii) from and after the Amendment No. 1 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder Amendment on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent Agent, any Lender or any other Lender; the Issuing Bank; and (b) agrees that it will, will (i) independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate To the transactions contemplated hereby and to become extent not already a Lender under the Credit Agreement, each such Increasing/Joinder Lender or New Swing Line Euro Lender party hereto (iieach a “New Lender”) it meets acknowledges and agrees that upon its execution of this Amendment and the making of the New Revolving Commitments or New Swing Line Euro Commitments, as applicable, that such Increasing/Joinder Lender or New Swing Line Euro Lender shall become a “Lender” or “Swing Line Euro Lender”, as applicable, under, and for all requirements of an Eligible Assignee under purposes of, the Credit AgreementAgreement and the other Loan Documents and shall be subject to and bound by the terms thereof (as modified by the provisions of this Amendment), and shall perform all the obligations of and shall have all rights of a Lender or a Swing Line Euro Lender, as applicable, thereunder (iii) as modified by the provisions of this Amendment, including in each case, for avoidance of doubt, from and after the Effective Worldpay Closing Date, it shall be bound by the provisions of the Credit Agreement as a First Amendment and this Amendment that become effective upon the occurrence of the Worldpay Closing Date). (b) Each New Lender thereunder and shall have the obligations of a Lender thereunder, party hereto (ivi) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsFirst Amendment, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, Sections 6.01(a) and 6.01(b) of the Credit Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Amendment; (bii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender or a Swing Line Euro Lender; and, as applicable. (ec) in Each New Lender represents and warrants that it is an Eligible Assignee. (d) On or prior to the case of such Incremental Term Loan date which is ten Business Days after the Third Amendment Effective Date, each New Lender that is a Foreign Lender, comply with Lender shall deliver to the provisions of Administrative Agent such documentation that is required to be delivered by it pursuant to Section 10.15 3.01(f) of the Credit Agreement, duly completed and executed by such New Lender. (e) For purposes of the Credit Agreement, the initial notice address of each New Lender party hereto shall be as set forth below its signature hereto.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Second Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Second Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Second Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. 3.1. In connection with this Agreement, and simultaneously with its effectiveness and certain fundings as set forth herein, Wachovia Bank, National Association, and Manufacturers and Traders Trust Company (each a “New Lender”) will become a Lender for all purposes under the Original Credit Agreement and Loan Documents together with the existing Lenders (the “Existing Lenders”). 3.2. Upon the full and complete execution of this Agreement, the Administrative Agent shall arrange, and each Lender (including each New Lender and the Existing Lenders) shall fully cooperate, in making or receiving, as directed by the Administrative Agent, wire transfers and fund transfers reasonably necessary to effectuate the pro-rata shares set forth on Exhibit 3. Upon such transfer of funds, this Agreement shall be effective and such effectiveness shall relate back to 8:00 a.m. St. Louis time on the date of this Agreement. 3.3. Each Incremental Term Loan New Lender agrees that, to the extent it has purchased and assumed, or be found to have purchased and assumed, from Existing Lenders any interest in any Loan, it has purchased and assumed such interest without recourse and without representation or warranty except as expressly set forth in Section 3.4. Such purchase and assumption shall include that is an Additional Term Loan portion of the Existing Lenders’ obligations to fund unfunded Approvals equal to the percentage of the Floorplan Loans purchased by such New Lender:. (a) 3.4. Each Existing Lender represents and warrants that it is the legal and beneficial owner of its Loans and that such interest is free and clear of any adverse claim. 3.5. Each New Lender (i) it has full power confirms, covenants and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) agrees that it has received a copy of the Original Credit Agreement and all prior amendments (if any), the other Loan Documents, together with copies of the most recent financial statements delivered pursuant Financial Statements referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder on the basis of which become a Lender, and confirms and covenants that it has made such entered into this Agreement and agreed to become a Lender based on its own credit analysis and decision independently and without reliance on the upon any information provided by, or statement made by, Administrative Agent or any other Lender; ; (bii) agrees that it will, independently and without reliance upon the Administrative Agent Agent, any Existing Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Original Credit Agreement and Agreement; (iii) confirms that it is an Eligible Assignee (assuming the other Loan Documents; Administrative Agent approves of such New Lender as contemplated in the definition of “Eligible Assignee”); (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Original Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; (dv) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Original Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and and (evi) in agrees that it will promptly provide to Administrative Agent any U.S. Internal Revenue Service or other forms required under the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Original Credit Agreement. 3.6. Upon the effectiveness of this Agreement and the funding by each New Lender of the amounts directed to be funded by it by the Administrative Agent as set forth in Section 3.2 hereof, such New Lender shall be a Lender for all purposes under the Original Credit Agreement and the other Loan Documents. From and after the effective date of this Agreement, the Administrative Agent shall make all payments under the Original Credit Agreement and the Notes consistent with the pro-rata shares of the Lenders.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that Each New Lender hereby agrees (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, Agreement as of the Increase Effective Date (as defined below) with a Commitment as specified opposite its name on Annex A hereto and (ii) that it meets shall be deemed to be, and hereby becomes as of the Increase Effective Date, a party in all requirements respect to the Credit Agreement and the other Loan Documents to which the Lenders are party and shall have the rights and obligations of an Eligible Assignee a Lender under the Credit Agreement, Agreement and the other Loan Documents. (iiib) Each New Lender (a) represents and warrants as of the Increase Effective Date that (i) from and after the Increase Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and and, to the extent of its Commitment under the Credit Agreement, shall have the obligations of a Lender thereunder, (ivii) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into the Credit Agreement (and this Supplement and provide its Incremental Term Commitment hereunder Agreement) on the basis of which it has made such analysis and decision decision, and (iii) if it is a Foreign Lender, it has provided to the Administrative Agent documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender, and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the that time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) Each New Lender further represents and warrants to the Administrative Agent, the LC Issuers and each other Lender that (i) it has the full power and authority and the legal right to make, deliver and perform, and has taken all necessary action, to authorize the execution, delivery and performance of this Agreement and to fulfill its obligations under, and to consummate the transactions contemplated by, this Agreement, and no consent or authorization of, filing with, or other act by or in respect of any Governmental Authority, is required in connection herewith or therewith, and (ii) this Agreement constitutes the case legal, valid and binding obligation of such Incremental Term Loan Lender that is a Foreign New Lender, comply with . (d) The address for notices for each of the provisions of Section 10.15 undersigned New Lenders for the purposes of the Credit AgreementAgreement is as specified opposite its name on Annex B hereto.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and First Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable8.01, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement First Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the First Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. (a) Each Incremental Term Loan Person that executes this Amendment as a “Lender” but is not a Lender that is an Additional Term Loan under the Credit Agreement immediately prior to the Amendment No. 1 Effective Date (each such Person, a “New Lender:”) (ai) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and by the Amended Credit Agreement and to become a Lender under the Amended Credit Agreement, (iiB) it meets all requirements of an Eligible Assignee satisfies the requirements, if any, specified in the Amended Credit Agreement and under applicable law that are required to be satisfied by it in order to acquire its Revolving Commitments and Loans under the Amended Credit AgreementAgreement and become a Lender, and (iiiC) from and after the Amendment No. 1 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and, to the extent of its Revolving Commitments and Loans, shall have the obligations of a Lender of the applicable Class thereunder, (ivD) it is sophisticated with respect to decisions to acquire assets of the type represented by the Revolving Commitments and Loans of such New Lender and either it, or the Person exercising discretion in making its decision to acquire the Revolving Commitments and Loans of such New Lender, is experienced in acquiring assets of this type, and (E) it has received a copy of the Credit Agreement and the other Loan DocumentsAmended Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereofSections 5.01(a) and 5.01(b) of the Amended Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder to become a Lender under the Amended Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent Agent, any Arranger, any New Lender or any other Lender; Lender or their respective Related Parties, and (bii) agrees that (A) it will, independently and without reliance upon on the Administrative Agent Agent, any Arranger, any New Lender or any other Lender or their respective Related Parties, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender. (b) In connection with the foregoing and the other transactions contemplated hereby, on the Amendment No. 1 Effective Date: (i) each New Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the Total Exposure and Revolving Commitments of all the Lenders of the applicable Class to equal its Applicable Percentage of such Total Exposure and Revolving Commitments; (ii) any Loans outstanding under and as defined in the Credit Agreement immediately prior to the Amendment No. 1 Effective Date shall remain outstanding and be re-evidenced as Loans outstanding under the Amended Credit Agreement on the Amendment No. 1 Effective Date; (iii) in connection with the foregoing, the Administrative Agent shall make such reallocations, sales, assignments or other relevant actions in respect of the “Revolving Commitments” and “Total Exposure” (each as defined in and in effect under the Amended Credit Agreement) as are necessary in order that each Lender’s Total Exposure under the Amended Credit Agreement reflects such Lender’s Applicable Percentage on the Amendment No. 1 Effective Date (and in no event exceeds each such Lender’s Commitment ), and each Obligor and each Lender that was a “Lender” under the Credit Agreement (constituting the “Required Lenders” under and as defined therein) hereby agrees (with effect immediately prior to the Amendment No. 1 Effective Date) that (A) such reallocation, sales and assignments shall be deemed to have been effected by way of, and subject to the terms and conditions of, Assignment and Assumptions, without the payment of any related assignment fee, and no other documents or instruments shall be, or shall be required to be, executed in connection with such assignments (all of which are hereby waived) and (B) such reallocation shall satisfy the assignment provisions of Section 11.04 of the Credit Agreement; and (eiv) in each of the case of such Incremental Term Loan Lender signatories hereto that is also a Foreign Lender, comply with party to the provisions of Section 10.15 Amended Credit Agreement hereby consents to any of the actions described in this Section 6.06(b) and agrees that any and all required notices and required notice periods under the Amended Credit AgreementAgreement in connection with any of the actions described in this Section 6.06(b) on the Amendment No. 1 Effective Date are hereby waived and of no force and effect.

New Lenders. Each Incremental Term Loan By its execution of this Amendment, each Lender other than an Existing Lender that is an Additional providing any portion of the Amended Facilities after giving effect to this Amendment (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment No. 2 Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the Facilities shall be as set forth on the revised Schedule 2.01 attached as Annex D hereto (or, with respect to the New Term Loan Lender: B Facility, maintained separately with the Administrative Agent). Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Amendment No. 2 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or Agent, any other Lender; , agent or arranger; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent Agent, or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. (a) Each Incremental Term Loan Person that signs this Amendment as a Lender and that is an Additional Term Loan was not a Lender party to the Existing Credit Agreement (each a “New Lender:”) (ai) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (iiB) it meets all the requirements to be an assignee under Section 11.06 of an Eligible Assignee under the Amended Credit Agreement, and (iiiC) from and after the Fourth Amendment Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivD) it is sophisticated with respect to decisions to acquire assets of the type represented by the Commitments and either it, or the Person exercising discretion in making its decision to acquire a portion of the Commitments, is experienced in acquiring assets of such type, (E) it has received a copy of the Existing Credit Agreement and this Amendment, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Amendment, (F) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and (G) it has delivered any documentation required to be delivered by it pursuant to the terms of the Amended Credit Agreement, duly completed and executed by such New Lender; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. CHAR1\1643056v6 (eb) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 Each of the Administrative Agent and each Loan Party agree that, as of the Fourth Amendment Effective Date, each New Lender shall (i) be a party to the Amended Credit AgreementAgreement (and, as applicable, the other Loan Documents), (ii) be a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents and (iii) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. (c) The address of each New Lender for purposes of all notices and other communications is as set forth on the Administrative Questionnaire delivered by such New Lender to the Administrative Agent.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authorityBy its execution of the First Amendment, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to each New Lender shall be become a Lender party to the Credit Agreement as of the First Amendment Effective Date and shall have all the rights and obligations, severally and not jointly, of a “Lender” under the Credit Agreement, (ii) it meets all requirements of Agreement and the other Loan Documents as if each were an Eligible Assignee under the Credit Agreementoriginal signatory thereto, and (iii) from shall agree, and after the Effective Datedoes hereby agree, it shall severally and not jointly, to be bound by the provisions of terms and conditions set forth in the Credit Agreement and the other Loan Documents to which the Lenders are a party, in each case, as a Lender thereunder if each were an original signatory thereto. (b) Each New Lender, severally and shall have the obligations of a Lender thereundernot jointly, (ivi) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which Credit Agreement; (ii) agrees that it has made such analysis and decision independently and without reliance on upon the Administrative Agent or any other Lender; , and based on such information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and the Credit Agreement (b) agrees and that it will, independently and without reliance upon the Administrative Agent Agent, the Issuing Bank or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement); (iii) represents and warrants that (1) its name set forth herein is its legal name, (2) it has the full power and authority and the legal right to make, deliver and perform, and has taken all necessary action, to authorize the execution, delivery and performance of this Amendment, and any and all other documents delivered by it in connection herewith and to fulfill its obligations under, and to consummate the transactions contemplated by, this Amendment, the Credit Agreement and the other Loan Documents; , (c3) no consent or authorization of, filing with, or other act by or in respect of any Governmental Authority, is required in connection herewith or therewith, and (4) this Amendment constitutes its legal, valid and binding obligation; (iv) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; ; (dv) appoints and authorizes the Issuing Bank to take such action as letter of credit issuing bank on its behalf and to exercise such powers and discretion under the Loan Documents as are delegated to the Issuing Bank by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (vi) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and and (evii) represents and warrants that under applicable Laws no tax will be required to be withheld by the Administrative Agent or the Borrower with respect to any payments to be made to such New Lender hereunder or under any Loan Document, and no tax forms described in Section 5.03(a) of the case of Credit Agreement are required to be delivered by such Incremental Term Loan New Lender that is a Foreign Lender(or if required, comply with such tax forms have been delivered to the provisions of Administrative Agent as required under Section 10.15 5.03(a) of the Credit Agreement). (c) Each New Lender hereby advises each other party hereto that its respective address for notices and its respective Lending Office shall be as set forth below its name on its signature page attached hereto.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) Each Lender party hereto that is not a party to the Credit Agreement as in effect immediately prior to the First Amendment Effective Date (collectively, the “New Lenders” and each a “New Lender”) hereby (i) agrees to provide Commitments and Loans in the amount and of the class set forth beside its name on Schedule 2.01 attached hereto and (ii) agrees that the initial Applicable Percentage of such New Lender shall be as set forth on such Schedule. (b) Each New Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), and (iii) from and after the First Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of its Commitments and Loans, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments and Loans and either it, or the Person exercising discretion in making its decision to provide its Commitments and Loans, is experienced in acquiring assets of such type, (ivv) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 6.01(a) or (b) thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and to provide its Incremental Term Commitment hereunder on the basis of which Commitments and Loans, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to provide its Commitments and Loans, and (vii) if it is a Foreign Lender;, attached hereto is any 13568377v7 documentation required to be delivered by it pursuant to the terms of the Credit Agreement, dxxx completed and executed by such New Lender. (bc) Each New Lender agrees that (i) it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ed) in the case of such Incremental Term The Loan Lender that is a Foreign LenderParties agree that, comply with the provisions of Section 10.15 as of the First Amendment Effective Date, each New Lender shall (i) be a party to the Credit Agreement.Agreement and the other Loan Documents,

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that hereby (i) it has full power and authority, and has taken all action necessary, agrees to execute and deliver this Supplement and commit to consummate provide a Commitment in the transactions contemplated hereby and to become a amount described on Schedule 1.01(b) attached hereto. Each New Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, thereunder and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or agent thereunder and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and . The Administrative Agent and LC Issuer consent to (ei) in each New Lender joining the case Credit Agreement as a Lender and (ii) each of such Incremental Term Loan OZK and Frost Bank being named a Joint Lead Arranger under the Credit Agreement. From and after the Increase Effective Date each New Lender that is shall be deemed to be a Foreign party to the Credit Agreement, and a “Lender, comply with the provisions of Section 10.15 ” for all purposes of the Credit AgreementAgreement and the other Loan Documents, and shall have all of the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents.

New Lenders. Each Incremental Term Loan Continuing Lender that is not an Additional Term Existing Lender (each such Continuing Lender, a “New Lender”) acknowledges and agrees that none of the Administrative Agent, the Amendment Arranger, any Arranger, any Existing Lender or any Continuing Lender (i) has made any representation or warranty and none of them shall have any responsibility with respect to any statements, warranties or representations made in or in connection with the Credit Agreement or any other Loan Lender: Document or the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement, any other Loan Document or any other instrument or document furnished pursuant thereto; or (aii) has made any representation or warranty and none of them shall have any responsibility with respect to the financial condition of any Borrower or any other obligor or the performance or observance by any Borrower or any obligor of any of their respective obligations under the Credit Agreement or any other Loan Document or any other instrument or document furnished pursuant hereto or thereto. Each New Lender represents and warrants that it is legally authorized to enter into this Amendment, and each New Lender (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements most recently delivered pursuant to Section 6.01 thereof, as applicable, 7.1 of the Existing Credit Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Amendment; (bii) agrees that it will, independently and without reliance upon the Lenders, the Administrative Agent or any other Lender Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and Agreement, the other Loan Documents; Documents or any other instrument or document furnished pursuant thereto; (ciii) appoints and authorizes the Administrative each Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and Agreement, the other Loan Documents or any other instrument or document furnished pursuant thereto as are delegated to the Administrative such Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance to their terms, with its terms all the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fifth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fifth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Fifth Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement as amended hereby and the other Loan Documents; (c) appoints Documents and authorizes have the Administrative Agent rights and obligations of a Lender thereunder. If the WHT Acquisition Closing Date does not occur, and the conditions set forth in Section 5 hereof are not satisfied, in each case, on or prior to take such action on its behalf and April 30, 2013, any New Lender with a Maximum Credit Amount of $0.00 shall automatically cease to exercise such powers be a Lender for all purposes under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereofof May 1, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement2013.

New Lenders. (a) Each Incremental Term Loan Lender of the undersigned financial institutions that is not a party to the Credit Agreement prior to the Amendment No. 1 Effective Date (each, an Additional Term Loan “New Lender:”) agrees to be bound by the provisions of the Credit Agreement and agrees that it shall, on the Amendment No. 1 Effective Date, become a Lender for all purposes of the Credit Agreement, with Commitments and outstanding Loans, as applicable, as set forth on the amended and restated Commitment Schedule in the form of Annex B attached hereto. (b) Each undersigned New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Credit AgreementAgreement that are required to be satisfied by it in order to become a Lender, and (iii) from and after the Amendment No. 1 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 6.1 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent Agent, any Lender or any other Lender; LC Issuer; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent Agent, any Lender or any other Lender LC Issuer, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. (a) On the Effective Date, substantially contemporaneously with the reallocation described in Section 2.10 each person identified as a “New Lender” on the signature pages hereto (each, a “New Lender”) shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to other Lenders, the Loans are held ratably by the Lenders. (b) As of the Effective Date, each New Lender shall become a Lender under the Credit Agreement and shall have all the rights and obligations of a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto. (c) Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (ivii) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial consolidated statement of assets and liabilities and the related consolidated statements of operations, changes in net assets and cash flows and related schedule of investments of the Borrower and its Subsidiaries as of and for the fiscal year ended September 30, 2013, delivered pursuant to Section 6.01 5.01(a) thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder to make such Loans on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; ; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and First Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 7.1 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement First Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the First Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue be a party to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. (a) Each Incremental Term Loan New Lender that is an Additional Term Loan Lenderrepresents and warrants to the Administrative Agent as follows: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement and the other Loan Documentsall amendments thereto, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 6.01 thereofthereto; (ii) it has, as applicable, independently and without reliance upon any Agent-Related Person and based on such other documents and information as it has deemed appropriate to make appropriate, made its own credit analysis appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of the Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated by the Credit Agreement, and made its own decision to enter into this Supplement the Credit Agreement and provide its Incremental Term Commitment hereunder on to extend credit to the basis of which it has made such analysis Borrower and decision independently and without reliance on the Administrative Agent or any other LenderLoan Parties under the Credit Agreement; (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under the Credit Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, and other condition and creditworthiness of the Borrower and the other Loan Parties. (b) Each New Lender acknowledges as follows: (i) no Agent-Related Person has made any representation or warranty to it, and no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession; (cii) appoints except for notices, reports and authorizes other documents expressly required to be furnished to the Lenders by the Administrative Agent pursuant to take such action the Credit Agreement, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any of the Loan Parties or any of their respective Affiliates which may come into the possession of any Agent-Related Person; and (iii) on its behalf the Increase Closing Date and subject to exercise such powers the satisfaction of the conditions to effectiveness set forth in this Section 5 of this Agreement, it shall be deemed automatically to have become a party to the Credit Agreement and have all rights and obligations of a Lender under the Credit Agreement and the other Loan Documents as are delegated if it were an original Lender signatory thereto. (c) On the Closing Date and subject to the Administrative Agent satisfaction of the conditions to effectiveness set forth in Section 5 of this Agreement, each New Lender agrees to be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform and conditions set forth in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required applicable to be performed by the Lenders as if it as a Lender; and were an original Lender signatory thereto (e) in and expressly makes the case of such Incremental Term Loan Lender that is a Foreign Lenderappointment set forth in, comply with and agrees to the provisions of Section 10.15 obligations imposed under, Article IX of the Credit Agreement).

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fifth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fifth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Fifth Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. (a) Each Incremental Person executing this Amendment under the heading “Lender” that was not a Lender under the Existing Credit Agreement immediately prior to the Sixth Amendment Effective Date (each, a “New Lender”) hereby agrees to provide a Term B-4 Loan Commitment in the amount set forth opposite its name on Schedule 2.01 and the initial Applicable Percentage of each such New Lender that is an Additional with respect to the Term B-4 Loan Lender:shall be as set forth therein. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivB) it has received a copy of the Amended Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on to become a party to the basis of which Amended Credit Agreement, and (C) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to become a party to the Amended Credit Agreement; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) in the case of such Incremental Term Loan Lender that is a Foreign LenderThe Company agrees that, comply with the provisions of Section 10.15 as of the Sixth Amendment Effective Date, each New Lender shall (i) be a party to the Amended Credit AgreementAgreement and the other Loan Documents, (ii) be a “Lender” with respect to its Loans and Commitments for all purposes of the Amended Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. Each New Lender agrees that it will have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. (d) The address of each New Lender for purposes of all notices and other communications is as set forth on the Administrative Questionnaire delivered by such New Lender to the Administrative Agent.

New Lenders. (a) Each Incremental Term Loan Lender that is an Additional Term Loan executing this Amendment as a “New Lender:” (each, a “New Lender”) (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 10.06(b)(v) of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Amendment, (iv) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment, (v) if it is a Foreign Lender; , attached hereto is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender, and (vi) such New Lender is not and will not be (A) an employee benefit plan subject to Title I of ERISA, (B) a plan or account subject to Section 4975 of the Code, (C) an entity deemed to hold “plan assets” of any such plans or accounts for purposes of ERISA or the Code, or (D) a “governmental plan” within the meaning of ERISA; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (eb) in The Company agrees that, as of the case of date hereof, such Incremental Term New Lender shall (i) be a party to the Credit Agreement and the other Loan Lender that is Documents, (ii) be a Foreign “Lender, comply with the provisions of Section 10.15 ” for all purposes of the Credit AgreementAgreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (c) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 10.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Agent. (d) The parties hereto agree that the Company, the Lenders and the Agent shall effect such assignments, prepayments, Borrowings and reallocations as are necessary to effectuate the modifications to the Commitments and Loans as contemplated in this Amendment such that, after giving effect thereto, the Lenders shall hold each class of the Commitments and Loans and have the Pro Rata Shares, in each case as set forth on Schedule 2.01 hereto. Each Lender party hereto waives any “breakage” costs that it would otherwise be entitled to pursuant to Section 3.05 of the Credit Agreement solely as a result of the foregoing.

New Lenders. (a) Each Incremental Term Loan Person party to this Amendment as a Lender that is an Additional Term Loan not a “Lender: ” under the Credit Agreement as in effect prior to the effectiveness of this Amendment (aeach such Person, a “New Lender”) represents and warrants that (i) it has full power and authorityshall be deemed to be, and has taken all action necessaryhereby is, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit AgreementAgreement for all purposes thereunder. Upon the effectiveness of this Amendment, (ii) it meets all requirements of an Eligible Assignee each New Lender and each other Person party hereto hereby agrees and acknowledges that each New Lender shall be a “Lender” under the Credit Agreement, Agreement (after giving effect to this Amendment) and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder each other Loan Document and shall have the rights and obligations of a Lender thereunder, . Each New Lender hereby (ivi) confirms that it has received a copy of the Credit Agreement (as in effect after giving effect to this Amendment) and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, thereto and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on become a Lender under the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and (after giving effect to this Amendment), the other Loan Documents; Documents or any other instrument or document furnished pursuant hereto or thereto; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and Agreement, the other Loan Documents or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will be bound by the provisions of the Credit Agreement (as in effect after giving effect to this Amendment) and will perform in accordance to their terms, with its terms all the obligations which by the terms of the Credit Agreement and the other Loan Documents (as in effect after giving effect to this Amendment) are required to be performed by it as a Lender; andLender including, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to Section 2.18(d) of the Credit Agreement (as in effect after giving effect to this Amendment). (eb) Each Lender (other than a New Lender) that shall simultaneously with effectiveness of this Amendment consummate the transfers, if any, contemplated by Section 2.4(c) of the Credit Agreement (as amended hereby) (i) makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply or in connection with the provisions of Section 10.15 Credit Agreement (as in effect after giving effect to this Amendment) or with respect to the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement, any other Loan Document or any other instrument or document furnished pursuant thereto, other than that such Lender has not created any adverse claim upon the interest being transferred by it hereunder and that such interest is free and clear of any such adverse claim; and (ii) makes no representation or warranty and assumes no responsibility with respect to the financial condition of any Borrower, any of its Subsidiaries or any other obligor or the performance or observance by such Borrower, any of its Subsidiaries or any other obligor of any of their respective obligations under the Credit Agreement (as in effect after giving effect to this Amendment) or any other Loan Document or any other instrument or document furnished pursuant hereto or thereto.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants to the Existing Lenders, the Administrative Agent and the Collateral Agent that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements of to be an Eligible Assignee under the Credit AgreementAssignee, and (iii) from and after the Effective Syndication Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and and, to the extent of the relevant Assigned Interest assigned to it, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by the Assigned Interest and either it, or the person exercising discretion in making its decision to acquire the Assigned Interest, is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement Agreement, and has received or has been given the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder on the basis of which to purchase such Assigned Interest, (vi) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender or Secured Party and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and to purchase such Assigned Interest, and (vii) if it is a Foreign Lender, it has delivered, or will, within the period required under the Credit Agreement, deliver to the Administrative Agent any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, any Existing Lender or any other Lender or Secured Party, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. The parties hereto hereby acknowledge and agree that: (a) Each Incremental Term Loan Lender of the undersigned financial institutions that is not a party to the Credit Agreement prior to the Amendment No. 3 Effective Date (each, an Additional Term Loan “New Lender:”) agrees to be bound by the provisions of the Credit Agreement and agrees that it shall, on the Amendment No. 3 Effective Date, become a Lender for all purposes of the Credit Agreement, with a Commitment as set forth on Schedule 1.01 attached hereto. (b) Each undersigned New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and by the Credit Agreement and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Credit AgreementAgreement that are required to be satisfied by it in order to become a Lender, and (iii) from and after the Amendment No. 3 Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent Agent, any Lender or any other Lender; Issuing Bank; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent Agent, any Lender or any other Lender Issuing Bank, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. (a) Each Incremental Term Loan of HSBC Bank USA, N.A., BNP Paribas and First Hawaiian Bank (each a “New Lender”) hereby agrees to provide Commitments in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of such New Lender that is an Additional Term Loan Lender:shall be as set forth therein. (b) Each New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 11.06(b)(v) of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 7.04 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Amendment, (iv) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment, and (v) if it is a Foreign Lender, attached hereto is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such New Lender; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) in The Borrower agrees that, as of the case of such Incremental Term date hereof, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Lender that is Documents, (ii) be a Foreign “Lender, comply with the provisions of Section 10.15 ” for all purposes of the Credit AgreementAgreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by the New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Administrative Agent.

New Lenders. (a) Each Incremental Term Loan Lender that is an Additional Term Loan of Bank of America, N.A. and Xxxxxx Xxxxxxx Bank, N.A. (each a “New Lender:” and collectively, the “New Lenders”) (a) represents and warrants confirms that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy copies of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Amendment; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and Lender, based on upon such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking any action under the Credit Agreement and the other Loan Documents; ; (c) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. Each New Lender agrees to deliver to Agent a completed administrative questionnaire in which such New Lender designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about Borrower and the Loan Parties or their respective securities) will be made available and who may receive such information in accordance with such New Lender’s compliance procedures and applicable laws, including Federal and state securities laws. (eb) in Agent and each Lender (including each New Lender) hereby agree that on the case date hereof, (a) the aggregate Revolver Commitments are being increased as reflected on Schedule C-1 (as amended by this Amendment), (b) the Revolver Commitment of such Incremental Term Loan WFF, as a Lender that (the “Existing Lender”), is a Foreign being increased as reflected on Schedule C-1 (as amended by this Amendment) and (c) the New Lenders are joining the Credit Agreement as Lenders, purchasing Advances from the Existing Lender, comply making Revolver Commitments under the Credit Agreement and making Advances. In connection with the provisions foregoing, each New Lender agrees to purchase from the Existing Lender (and will be deemed, without the taking of Section 10.15 any further action, to have purchased from Existing Lender), as necessary, such portions of the Credit AgreementCommitments and Advances as are necessary so that on the date hereof, after giving effect to such purchases and sales, and after the consummation of the Fusepoint Purchase Acquisition, each Lender has the Commitments and the outstanding Advances set forth on the Schedule C-1 (as amended by this Amendment).

New Lenders. Each Tranche A-1 Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, thereunder and (iv) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Tranche A-1 Incremental Term Loan Lender that is a Foreign Lender, agrees that it will comply with the provisions of Section 10.15 10.14 of the Credit Agreement.

New Lenders. 3.1 Each Incremental Term Loan Lender of the undersigned financial institutions that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, not a party to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit AgreementAgreement prior to the Second Amendment Effective Date (each, (iian “New Lender”) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall agrees to be bound by the provisions of the Credit Agreement as and agrees that it shall, on the Second Amendment Effective Date, become a Lender thereunder for all purposes of the Credit Agreement, with an Additional Term Loan Commitment as set forth on Schedule 2.01 attached hereto. 3.2 Each undersigned New Lender (i) represents and shall have the obligations of a Lender thereunder, warrants that it is legally authorized to enter into this Amendment; (ivii) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.04 thereof, as applicable, and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Amendment; (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the or any other Loan Documents; instrument or document furnished pursuant hereto or thereto; (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement and the or any other Loan Documents instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (dv) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance to their terms, with its terms all the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fifth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fifth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Fifth Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as amended hereby as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement as amended hereby, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement as amended hereby as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fourth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementparty to, and (iii) from and after the Effective Datea Lender under, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunderamended hereby, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable8.01, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fourth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Fourth Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions in taking or not taking action under provisions of the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement as amended hereby and the other Loan Documents as are delegated to and have the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all rights and obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Third Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 7.1 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Third Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; , and (bc) agrees that it willfrom and after the Third Amendment Effective Date, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue be a party to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. (a) Each Incremental Term Loan Lender of the undersigned financial institutions that is not a party to the Existing Credit Agreement prior to the effective date of this Agreement (each, an Additional Term Loan “New Lender:”) agrees to be bound by the provisions of the Restated Credit Agreement and agrees that it shall, on the effective date of this Agreement, become a Lender for all purposes of the Restated Credit Agreement, with Commitments as set forth on Schedule 2.01 attached to the Restated Credit Agreement. (b) Each undersigned New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and by the Restated Credit Agreement and to become a Lender under the Restated Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under satisfies the requirements, if any, specified in the Restated Credit AgreementAgreement that are required to be satisfied by it in order to become a Lender, and (iii) from and after the Effective Dateeffective date of this Agreement, it shall be bound by the provisions of the Restated Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Restated Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; ; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Restated Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Restated Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsCredit Documents and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Term Administrative Agent Agent, the Collateral Agent, the lead arrangers and bookrunners noted on the cover page hereof (the “Lead Arrangers”) or any other Lender or Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Term Administrative Agent and the Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Credit Documents as are delegated to the Term Administrative Agent or the Collateral Agent, as the case may be, by the terms thereof, together with such powers as are reasonably incidental thereto; ; (div) agrees that it will perform in accordance to their terms, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) , as the case may be, in each case, in accordance with the terms thereof as set forth in the case of Credit Agreement and (v) confirms that the Fronting Bank, in such Incremental capacity, shall consent to the Limited Waivers. Each New Lender acknowledges and agrees that it shall become a “Tranche B-5 Term Loan Lender that is Lender” and a Foreign “Term Loan Lender” under, comply with and for all purposes of, the provisions Credit Agreement and the other Credit Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-5 Term Loan Lender” and a “Term Loan Lender” thereunder. The Borrower hereby consents, for purposes of Section 10.15 13.6(b)(i)(A) of the Credit Agreement, to the assignment on or within ninety (90) days of the Amendment No. 10 Effective Date of any Tranche B-5 Term Loans by the Fronting Bank, to (A) any Person that was a Lender on the Amendment No. 10 Effective Date (immediately prior to giving effect thereto) or (B) any assignees separately identified, and acceptable, to the Borrower.

New Lenders. Each Incremental Term Loan By its execution of this Amendment, each Lender other than an Existing Lender that is an Additional providing any portion of the Facilities after giving effect to this Amendment (each a “New Lender”) hereby confirms and agrees that, on and after the Amendment Effective Date, it shall be a party to the Credit Agreement as a Lender, shall have all of the rights and be obligated to perform all of the obligations of a Lender thereunder and its Loans and Commitments to the Facilities shall be as set forth on the revised Schedule 2.01 attached as Annex II hereto (or, with respect to the Term Loan Lender: B Facility, maintained with the Administrative Agent). Each New Lender severally, and not jointly, further (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (iv) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder the Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or Agent, any other Lender; , agent or arranger; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent Agent, or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which that by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan not a lender under the Existing Credit Agreement immediately prior to the Amendment and Restatement Effective Date (each, a “New Lender: ”) hereby (ai) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Amended and Restated Credit AgreementAgreement (ii) confirms that it is an Eligible Transferee, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Amended and Restated Credit Agreement and the other Loan Credit Documents, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder on to become a Lender under the basis Amended and Restated Credit Agreement, (iii) if it is organized under the laws of which it a jurisdiction outside the United States, has made such analysis and decision independently and without reliance on provided to the Administrative Agent or any other Lender; tax documentation required to be delivered by it pursuant to the terms of the Amended and Restated Credit Agreement, duly completed and executed by it, (biv) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Amended and Restated Credit Agreement and the other Loan Credit Documents; , (cv) appoints and authorizes the Administrative Agent and the Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Amended and Restated Credit Agreement and the other Loan Credit Documents as are delegated to the Administrative Agent and the Collateral Agent, as the case may be, by the terms thereof, together with such powers as are reasonably incidental thereto; thereto and (dvi) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Amended and Restated Credit Agreement and the other Loan Credit Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. (a) On the Effective Date, substantially contemporaneously with the reallocation described in Section 2.9 each person identified as a “New Lender” on the signature pages hereto (each, a “New Lender”) shall make a payment to the Administrative Agent, for the account of the other Lenders, in an amount calculated by the Administrative Agent in accordance with such section, so that after giving effect to such payment and to the distribution thereof to other Lenders, the Loans are held ratably by the Lenders in accordance with the respective Commitments of such Lenders. (b) As of the Effective Date, each New Lender shall become a Lender under the Credit Agreement and shall have all the rights and obligations of a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto. (c) Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, and (ivii) it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial consolidated statement of assets and liabilities and the related consolidated statements of operations, changes in net assets and cash flows and related schedule of investments of the Borrower and its Subsidiaries (if any) as of and for the fiscal quarter ended March 31, 2014, delivered pursuant to Section 6.01 5.01(a) thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Agreement and provide its Incremental Term Commitment hereunder to make such Loans on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; ; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; and (dii) agrees that it will perform in accordance to with their terms, terms all of the obligations by which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan (a) On the Third Amendment Effective Date, each of BankUnited, N.A. and Barclays Bank PLC (each, a “New Lender” and collectively, the “New Lenders”) hereby agrees to provide a Revolving Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of each New Lender that is an Additional Term Loan Lender:shall be as set forth therein. (ab) Each New Lender (i) represents and warrants that (iA) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (iiB) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), and (iiiC) from and after the Third Amendment Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivD) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Agreement, (E) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement, and (F) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the New Lender; and (ii) agrees that (A) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cB) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) in The Borrower agrees that, as of the case of such Incremental Term Third Amendment Effective Date, each New Lender shall (i) be a party to the Credit Agreement and the other Loan Lender that is Documents, (ii) be a Foreign “Lender, comply with the provisions of Section 10.15 ” for all purposes of the Credit AgreementAgreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Loan Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in each New Lender’s Administrative Questionnaire delivered by each New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by each New Lender in a notice to the Administrative Agent.

New Lenders. Each Incremental Term Loan (a) By its execution of this Amendment, each of U.S. Bank National Association and Cadence Bank, N.A. (each, a “New Lender”) agrees to become a Lender that is an Additional Term Loan Lender:for all purposes and to the same extent as if originally a party to the Credit Agreement and agrees to be bound by and entitled to the benefits of the Credit Agreement. (ab) Each New Lender, severally and not jointly, hereby (i) represents and warrants that (i) it has full power is legally authorized to enter into this Amendment and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender “Lender” under the Credit Agreement, ; (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with the copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, 6.2 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on become a “Lender” under the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (civ) appoints and authorizes the Administrative Agent to take such any action as agent on its behalf and to exercise such any powers under the Credit Agreement and the other Loan Documents as that are delegated to the Administrative Agent by the terms thereofof the Loan Documents, together with such all powers as that are reasonably incidental thereto; ; and (dv) agrees that it will shall perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsDocuments and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent Agent, the Lead Arrangers or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; and (div) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in , as the case of such Incremental may be. Each New Lender acknowledges and agrees that it shall become a “Tranche B-1 Term Loan Lender that is Lender” and a Foreign “Term Lender” under, comply with the provisions of Section 10.15 of and for all purposes of, the Credit AgreementAgreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-1 Term Loan Lender” and a “Term Lender” thereunder.

New Lenders. Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Existing Credit Agreement and the other Loan DocumentsDocuments and the exhibits and schedules thereto, together with copies of the most recent financial statements delivered pursuant referred to Section 6.01 thereof, as applicable, therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (bii) agrees that it will, independently and without reliance upon the Administrative Agent Agent, the lead arranger or bookrunner noted on the cover page hereof (the “Lead Arranger”) or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (ciii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; (div) agrees that it will perform in accordance to their terms, all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) , as the case may be, in each case, in accordance with the terms thereof as set forth in the case of such Incremental Term Loan Lender Credit Agreement and (v) acknowledges and agrees that is this Amendment and its respective Tranche B-2 Participation Notice constitutes a Foreign Lender, comply with the provisions of Section 10.15 Refinancing Amendment for purposes of the Credit Agreement. Each New Lender acknowledges and agrees that it shall become a “Tranche B-2 Term Loan Lender” and a “Term Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall have all rights of a “Tranche B-2 Term Loan Lender” and a “Term Lender” thereunder.

New Lenders. Each Incremental Term Loan Lender of the Persons party hereto as a “Lender” that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become was not a Lender under the Credit Agreement, Agreement prior to the effectiveness of this Amendment (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementeach such Person a “New Lender”, and collectively, the “New Lenders”) (iiia) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered to the Lenders pursuant to Section 6.01 thereof, as applicable, 6.01(a) and (b) thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on become a Lender under the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; Credit Agreement; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; Agreement; (c) appoints and authorizes the Administrative Agent to take such action as Administrative Agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; ; (d) agrees that it will perform in accordance to with their terms, terms all obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and and (e) in specifies as its lending office (and address for notices) the case of such Incremental Term Loan offices set forth on its Administrative Questionnaire delivered to Administrative Agent. The parties hereto acknowledge and agree that after giving effect to this Amendment, each New Lender that is shall hereinafter be a Foreign Lender, comply with the provisions of Section 10.15 of party to the Credit AgreementAgreement as a Lender and shall have the rights and obligations of a Lender thereunder.

New Lenders. (a) Each Incremental Term Loan Lender entity executing this Amendment under the heading “Lenders” on the signature pages hereto that is an Additional Term Loan not a Lender party to the Existing Credit Agreement immediately prior to the First Amendment Effective Date (each, a “New Lender:”) hereby agrees that, after giving effect to this Amendment, as of the First Amendment Effective Date, such New Lender shall have Commitments and Applicable Percentages as set forth on Schedule 2.01 attached hereto. (b) Each New Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (ii) it meets all the requirements of to be an Eligible Assignee assignee under the Amended Credit Agreement (subject to such consents, if any, as may be required the Amended Credit Agreement), and (iii) from and after the First Amendment Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and and, to the extent of its Commitments thereunder, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by its Commitments under the Amended Credit Agreement, and either it, or the Person exercising discretion in making its decision to acquire such Commitments, is experienced in acquiring assets of such type, (v) it has received a copy of the Amended Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof7.01 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and to provide its Incremental Term Commitment hereunder on the basis of which Commitments under the Amended Credit Agreement, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to provide its Commitments under the Amended Credit Agreement and (vii) if it is a Foreign Lender; , it has delivered to the Administrative Agent any documentation required to be delivered by it pursuant to the terms of the Amended Credit Agreement, duly completed and executed by it; and (b) agrees that (i) it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) Each Loan Party (including each New Loan Party) agrees that, after giving effect to this Amendment, as of the First Amendment Effective Date, each New Lender shall (i) be a party to the Amended Credit Agreement and the other Loan Documents, (ii) be a “Lender” for all purposes of the Amended Credit Agreement and the other Loan Documents, and (iii) have the rights and obligations of a Lender under the Amended Credit Agreement and the other Loan Documents. (d) The parties hereto agree that the Borrower, the Lenders and the Administrative Agent shall effect such assignments, prepayments, borrowings and reallocations as are necessary to effectuate the modifications to the Commitments and Loans as contemplated in this Amendment such that, after giving effect thereto, the case of such Incremental Term Loan Lenders shall hold Commitments and Applicable Percentages as set forth on Schedule 2.01 attached hereto. Each Lender party hereto waives any “breakage” costs that is a Foreign Lender, comply with the provisions of would otherwise be entitled to pursuant to Section 10.15 3.05 of the Existing Credit Agreement solely as a result of the foregoing. Any assignments effected pursuant to this Section 9 shall be deemed to be done in compliance with Section 11.06 of the Existing Credit Agreement.

New Lenders. (a) Citizens Bank and Fifth Third Bank (each a “New Lender” and collectively, the “New Lenders”) hereby agree to provide a Commitment in the amount set forth on Schedule 2.01 attached hereto and the initial Applicable Percentage of the New Lender shall be as set forth therein. (b) Each Incremental Term Loan New Lender that is an Additional Term Loan Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 11.06(b)(iii) and (v) of an Eligible Assignee the Credit Agreement (subject to such consents, if any, as may be required under Section 11.06(b)(iii) of the Credit Agreement), and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by the Commitment and it is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 7.01 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement and provide its Incremental Term Commitment hereunder on the basis of which Amendment, (vi) it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it willhas, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment, and (vii) if it is a Foreign Lender, it has delivered any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent or any Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement Documents, and the other Loan Documents; (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and. (ec) in The Borrower agrees that, as of the case of such Incremental Term Loan date hereof, each New Lender that is shall (i) be a Foreign party to the Credit Agreement and the other Credit Documents, (ii) be a “Lender, comply with the provisions of Section 10.15 ” for all purposes of the Credit AgreementAgreement and the other Credit Documents, and (iii) have the rights and obligations of a Lender under the Credit Agreement and the other Credit Documents. (d) The applicable address, facsimile number and electronic mail address of each New Lender for purposes of Section 11.02 of the Credit Agreement are as set forth in such New Lender’s Administrative Questionnaire delivered by such New Lender to the Administrative Agent on or before the date hereof or to such other address, facsimile number and electronic mail address as shall be designated by such New Lender in a notice to the Borrower, the Administrative Agent, the L/C Issuer and the Swingline Lender.

New Lenders. Each Incremental Term Loan Lender that is an Additional Term Loan Lender: (a) represents and warrants Each of the undersigned financial institutions that (i) it has full power and authority, and has taken all action necessary, is not a party to execute and deliver this Supplement and to consummate the transactions contemplated hereby and to become a Lender under the Credit AgreementAgreements prior to the date hereof and identified on the signature pages hereto as a “New Lender” (each, (iia “New Lender”) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall agrees to be bound by the provisions of the each Credit Agreement as amended hereby and agrees that it shall, on the date hereof, become a Lender thereunder for all purposes of each Credit Agreement as amended hereby, with Commitments as set forth in each Credit Agreement as amended as set forth in Attachment A and shall have Attachment B attached hereto. (b) In its capacity as a new Lender under the obligations of a Credit Agreements as amended hereby, each New Lender thereunder(i) represents and warrants that it is legally authorized to enter into this Amendment and to become bound by each Credit Agreement as amended hereby, (ivii) confirms that it has received a copy of the each Credit Agreement and the other Loan DocumentsAgreement, together with copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, its terms and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide its Incremental Term Commitment hereunder on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; to become bound by each Credit Agreement as amended hereby, (biii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the each Credit Agreement and the as amended hereby or any other Loan Documents; instrument or document furnished pursuant hereto or thereto, (civ) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the each Credit Agreement and the as amended hereby or any other Loan Documents instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; , (dv) agrees that it will be bound by the provisions of each Credit Agreement as amended hereby and will perform in accordance to their termswith its terms all the obligations which, all obligations which by the terms of the such Credit Agreement and the other Loan Documents as amended hereby, are required to be performed by it as a Lender and (vi) agrees to become, and does hereby become, a “Lender; and (e) in ” under the case of such Incremental Term Loan Lender that is CAM Agreement and agrees to be bound by the CAM Agreement as if originally a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementparty thereto.

New Lenders. Each Incremental Term New Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and conditions of the Credit Agreement as a Lender thereunder and under each and every other Loan Document to which any Lender that is required to be bound by the Credit Agreement, to the same extent as if such New Lender were an Additional Term Loan Lender: (a) original signatory thereto. Each New Lender hereby appoints and authorizes the Administrative Agent to take such action as the Administrative Agent on its behalf and to exercise such powers and discretion under the Credit Agreement as are delegated to the Administrative Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto. Each New Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement and Fourth Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (ivb) it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the most recent financial statements delivered pursuant to Section 6.01 8.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement Fourth Amendment and provide its Incremental Term Commitment hereunder to become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; (b) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; (c) appoints from and authorizes after the Administrative Agent Fourth Amendment Effective Date, it shall be a party to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent be bound by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to their terms, all obligations which by the terms provisions of the Credit Agreement and the other Loan Documents are required to be performed by it as and have the rights and obligations of a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreementthereunder.

New Lenders. Each Incremental Term Loan Lender which was a party to the Original Credit Agreement, and each other Lender a party hereto (each a “New Lender”), hereby agrees that is an Additional Term Loan it shall have a Commitment in the amount set forth opposite such Lender: ’s name on the Lenders Schedule under the heading “Commitment”. By its execution and delivery of this Amendment, each New Lender hereby assumes all of the rights and obligations of a Lender under the Credit Agreement to the extent of its Commitment. Each New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Supplement Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreementreserved, and (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and and, to the extent of its Commitment, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by the Notes and either it, or the person exercising discretion in making its decision to enter into this Amendment, is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement Agreement, and has received or has been accorded the other Loan Documents, together with opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 §7.4 thereof, as applicable, and such other documents and information as it has deemed deems appropriate to make its own credit analysis and decision to enter into this Supplement Amendment and provide to extend its Incremental Term Commitment hereunder on the basis of which Commitment, (vi) it has made such analysis and decision has, independently and without reliance on upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment, and (vii) if it is a Foreign Lender; , it has forwarded to Agent any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by such Lender; and (b) agrees that (i) it will, independently and without reliance upon on the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement and the other Loan Documents; , and (cii) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (d) agrees that it will perform in accordance to with their terms, terms all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender; and (e) in the case of such Incremental Term Loan Lender that is a Foreign Lender, comply with the provisions of Section 10.15 of the Credit Agreement. § 2.22.