Common use of Platform Clause in Contracts

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of communications through the Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s gross negligence or willful misconduct. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lender and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any noticeLender, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lenders and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any noticeLender, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of communications through the Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s gross negligence or willful misconduct. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, the Swingline Lender, any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Bank and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any noticeLender, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender Issuing Bank or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lenders and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative AgentLender, any Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lender and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Loan Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Loan Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable non-appealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectively, misconduct of such Agent Party; provided that in no event shall any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant Agent Party have any liability to any Loan Document or the transactions contemplated therein which is distributed to the Administrative AgentParty, any Lender, the Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make available materials and/or information provided by or on behalf of the Communications Borrower or the Parent hereunder (as defined belowcollectively, "Posting Materials") available to the LC Issuing Banks Lenders and the other Lenders by posting the Communications Posting Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “"as is” " and “"as available.” " The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Posting Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsPosting Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Posting Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “"Agent Parties”") have any liability to the Borrower, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to the Borrower, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative AgentLender, any Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the BorrowerBorrower or the other Loan Parties, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s, any Loan Party’s or the Administrative Agent’s transmission of communications through the Platform Platform, except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted as may result from such an Agent Party’s fraud, bad faith, gross negligence or willful misconduct. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower any Loan Party pursuant to any Loan Transaction Document or the transactions contemplated therein which is distributed to the Administrative Agent, Agent or any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s 's or the Administrative Agent’s 's transmission of communications through the Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s 's gross negligence or willful misconduct. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, the Swingline Lender, any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks L/C Issuer Issuers and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of communications through the Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s gross negligence or willful misconductPlatform. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or the any LC Issuing Bank L/C Issuer by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Each of Holdings and the Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” ”. The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, including any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent Agents or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the BorrowerBorrower or the other Loan Parties, any Lender or any other Person or entity for damages of any kind, including, without limitation, whether or not based on strict liability and including direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s, any Loan Party’s or the Administrative Agent’s transmission of communications through the Platform Platform, except to as may primarily result from the extent that such damages are found in a judgment gross negligence or willful misconduct of an Agent Party as determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s gross negligence or willful misconductjudgment. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of that any Loan Party provides to the Borrower Administrative Agent pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, Agent or any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Section, including through the Platform.. Each of Holdings and the Borrower hereby agrees, unless directed otherwise by the Administrative Agent or unless the electronic mail address referred to in this paragraph has not been provided by the Administrative Agent to Holdings and the Borrower, that it will, or will cause the other Subsidiaries to, provide the Communications to the Administrative Agent in an electronic/soft medium that is properly identified in a format acceptable to the Administrative Agent to an electronic mail address as directed by the Administrative Agent. In addition, each of Holdings and the Borrower agrees, and agrees to cause the other Subsidiaries, to continue to provide the Communications to the Administrative Agent or the Lenders, as the case may be, in the manner otherwise specified in the Loan Documents but only to the extent requested by the Administrative Agent. Each of Holdings and the Borrower hereby acknowledges that (a) the Administrative Agent will make available to the Lenders materials and/or information provided by or on behalf of it hereunder (collectively, the “Borrower Materials”) by posting the Borrower Materials on the Platform and (b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive MNPI) (each, a “Public Lender”). Each of Holdings and the Borrower hereby agrees that (i) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (ii) by marking Borrower Materials “PUBLIC”, Holdings and the Borrower shall be deemed to have authorized the Administrative Agent and the Lenders to treat such Borrower Materials as not containing any MNPI (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as confidential as set forth

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the any Approved Electronic Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the such Approved Electronic Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is and any Approved Electronic Communications are provided “as is” and “as available.” The Agent None of the Agents nor any of their respective Related Parties (as defined below) do not warrant the accuracy, adequacy or completeness of the Platform or any Approved Electronic Communications and each expressly disclaim disclaims liability for errors or omissions in the Approved Electronic Communications. No warranty of any kind, express, implied or statutory, including, without limitation, including any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party or any of their respective Related Parties in connection with the Communications Platform or the Approved Electronic Communications. Each party hereto agrees that no Agent has any responsibility for maintaining or providing any equipment, software, services or any testing required in connection with any Approved Electronic Communication or otherwise required for the Platform. In no event shall the Administrative any Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Loan Party, any Lender or any other Person or entity for damages of any kind, includingwhether or not based on strict liability and including (A) direct damages, without limitationlosses or expenses (whether in tort, direct contract or otherwise) arising out of any Loan Party’s or any Agent’s transmission of communications through the Platform or (B) indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrowerany Loan Party’s or the Administrative any Agent’s transmission of communications through the Platform Platform. In no event shall any Agent or any of its Related Parties have any liability for any damages arising from the use by others of any information or other 4894-9978-4110 v.2 materials obtained through internet, electronic, telecommunications or other information transmission systems, except to the extent that the same resulted primarily from the gross negligence or willful misconduct of such damages are found Agent or its Related Parties, in a judgment each case as determined by a court of competent jurisdiction by in a final and nonappealable judgment non-appealable judgment. (iii) Each Loan Party, each Lender and each Agent agrees that the Administrative Agent may, but shall not be obligated to, store any Approved Electronic Communications on the Platform in accordance with the Administrative Agent’s customary document retention procedures and policies. (iv) All uses of the Platform shall be governed by and subject to, in addition to have resulted from this Section 9.02, separate terms and conditions posted or referenced in such Agent Party’s Platform and related agreements executed by the Lenders and their Affiliates in connection with the use of such Platform. (v) Each Loan Party understands that the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution and agrees and assumes the risks associated with such electronic distribution, except to the extent caused by the willful misconduct or gross negligence of the Administrative Agent, in each case as determined by a court of competent jurisdiction in a final and non-appealable judgment. (vi) The Borrower and each Lender acknowledge that certain of the Lenders may be Public Lenders and, if documents or willful misconduct. “Communications” means, collectivelynotices required to be delivered pursuant to Section 5.02 or otherwise are being distributed through the Platform, any notice, demand, communication, information, document or other material notice that the Borrower has indicated contains Material Nonpublic Information shall not be posted on that portion of the Platform designated for Public Lenders. The Borrower agrees to clearly designate all information provided to the Administrative Agent by or on behalf of the Loan Parties which is suitable to make available to Public Lenders. If the Borrower has not indicated whether a document or notice delivered pursuant to any Loan Document Section 5.02 or the transactions contemplated therein which is distributed to otherwise contains Material Nonpublic Information, the Administrative AgentAgent reserves the right to post such document or notice solely on that portion of the Platform designated for Lenders who wish to receive Material Nonpublic Information with respect to Ultimate Parent, any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Sectionthe Borrower, including through the Platformits Subsidiaries and their respective securities.

Platform. Alenco – Exhibits to Second Amended and Restated Credit Agreement (i) The Borrower Guarantor agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders Lender Parties by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the BorrowerGuarantor, any Lender Party or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the BorrowerGuarantor’s or the Administrative Agent’s transmission of communications or communication through the Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by determines in a final and nonappealable non-appealable judgment to have resulted from that the Administrative Agent or such Agent Party’s Related Party acted with gross negligence or willful misconductmisconduct in connection with such transmission. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of that the Borrower Guarantor provides to the Administrative Agent pursuant to any Loan Document this Guaranty or the transactions contemplated therein herein which is distributed to the Administrative Agent, Agent or any Lender or any LC Issuing Bank Party by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Borrower Company agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). The Company acknowledges and agrees that the DQ List shall be deemed suitable for posting and may be posted by the Administrative Agent on the Platform, including the portion of the Platform that is designated for “public side” Lenders. (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the BorrowerCompany, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the BorrowerCompany’s or the Administrative Agent’s transmission of communications through the Platform Platform, except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted resulting from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf as finally determined in a nonappealable judgment of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or any LC Issuing Bank by means a court of electronic communications pursuant to this Section, including through the Platform.competent

Platform. (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lender and the other Lenders by posting the Communications communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of 43360385_8 communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any noticeLender, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender L/C Issuer or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. 100 (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lender and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any noticeLender, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the LC Issuing Banks and the other Lenders Lender Parties by posting the - ManpowerGroup Five Year Credit Agreement NYDOCS01/1628313.3B Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of communications Communications through the Platform except to unless, and solely in the extent that case of direct damages, such damages are found in a final, non-appealable judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconductmisconduct of such Agent Party. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of that the Borrower provides to the Agent pursuant to any Loan Document this Agreement or the transactions contemplated therein herein which is distributed to the Administrative Agent, Agent or any Lender or any LC Issuing Bank Party by means of electronic communications pursuant to this Section, including through the Platform.

Platform. 102 (i) The Borrower Each Credit Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lenders and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Credit Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Credit Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectivelymisconduct of such Agent Party; provided that in no event shall any Agent Party have any liability to any Credit Party, any noticeLender, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. 127 (i) The Borrower Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Platform Communications (as defined below) available to the LC Issuing Banks Lender and the other Lenders by posting the Platform Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “"Platform”"). (ii) The Platform is provided “"as is” " and “"as available.” " The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Platform Communications. No warranty of any kind, express, implied or statutory, including, without limitation, including any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Platform Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “"Agent Parties”") have any liability to the BorrowerBorrower or the other Loan Parties, any Lender or any other Person or entity for damages of any kind, including, without limitation, including direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s any Loan Party's or the Administrative Agent’s 's transmission of communications through the Platform. "Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s gross negligence or willful misconduct. “Communications” " means, collectively, any notice, demand, communicationCommunication, information, document or other material provided by or on behalf of the Borrower any Loan Party pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or any LC the Issuing Bank Lender by means of electronic communications pursuant to this Section, including through the Platform.

Platform. (i) The Borrower Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) Borrower Materials available to the LC Issuing Banks Lender and the other Lenders by posting the Communications Borrower Materials on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the accuracy or completeness of the Borrower Materials or the adequacy of the Platform Platform, and expressly disclaim liability for errors or omissions in the CommunicationsBorrower Materials. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications Borrower Materials or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrowerany Loan Party, any Lender or any other Person or entity for damages losses, claims, damages, liabilities or expenses of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses kind (whether in tort, contract or otherwise) arising out of the Borrowerany Loan Party’s or the Administrative Agent’s transmission of communications through the Platform Internet (including, without limitation, the Platform), except to the extent that such damages losses, claims, damages, liabilities or expenses are found in a judgment determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s the gross negligence or willful misconduct. “Communications” means, collectively, misconduct of such Agent Party; provided that in no event shall any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant Agent Party have any liability to any Loan Document or the transactions contemplated therein which is distributed to the Administrative AgentParty, any Lender, the Issuing Lender or any LC Issuing Bank by means of electronic communications pursuant other Person for indirect, special, incidental, consequential or punitive damages, losses or expenses (as opposed to this Sectionactual damages, including through the Platformlosses or expenses).

Platform. (i) The Borrower agrees that the Administrative Agent may, but shall not be obligated to, make the Electronic Communications (as defined below) available to the LC Issuing Banks and the other Lenders by posting the Electronic Communications on Debt Domain, Intralinks, Syndtrak or a substantially similar electronic transmission system (the “Platform”). (ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Electronic Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Electronic Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender Lender, any Issuing Bank or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s Borrower or the Administrative Agent’s transmission of communications through the Platform except to the extent that such damages are found in a judgment by a court of competent jurisdiction by final and nonappealable judgment to have resulted from such Agent Party’s gross negligence or willful misconductPlatform. “Electronic Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Borrower pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or any LC Issuing Bank by means of electronic communications pursuant to this Section, including through the Platform.