Common use of Release of Claims Clause in Contracts

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.

Release of Claims. EACH OF THE BORROWERS HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-CLAIMS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF THE BORROWERS TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER. EACH BORROWER, OF THE BORROWERS HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENTS AND ITS OFFICERSTHE LENDERS, DIRECTORSAND EACH AGENT’S AND LENDER’S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSCONSULTANTS, ADVISORS, ATTORNEYS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AGREEMENT IS EXECUTED, THAT SUCH BORROWER WHICH THE BORROWERS MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT’S OR LENDER’S PREDECESSORS, AGENTS, EMPLOYEES, CONSULTANTS, ADVISORS, ATTORNEYS, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, AND NEGOTIATION AND EXECUTION OF THIS AGREEMENT. Each of the Borrowers acknowledges and agrees that it understands the meaning and effect of Section 1542 of the California Civil Code which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” EACH OF THE BORROWERS AGREES TO ASSUME THE RISK OF ANY AND ALL UNKNOWN, UNANTICIPATED OR MISUNDERSTOOD DEFENSES, CLAIMS, DEMANDSCONTRACTS, DAMAGESLIABILITIES, EXPENSESINDEBTEDNESS AND OBLIGATIONS WHICH ARE RELEASED, ACTIONS, WAIVED AND DISCHARGED BY THIS AGREEMENT. EACH OF THE BORROWERS HEREBY WAIVES AND RELINQUISHES ALL RIGHTS AND BENEFITS WHICH IT MIGHT OTHERWISE HAVE UNDER THE AFOREMENTIONED SECTION 1542 OF THE CALIFORNIA CIVIL CODE OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF ANY SIMILAR LAW, NEGLIGENCETO THE EXTENT SUCH LAW MAY BE APPLICABLE, ERROR WITH REGARD TO THE RELEASE OF SUCH UNKNOWN, UNANTICIPATED OR OMISSION IN ACCOUNTING MISUNDERSTOOD DEFENSES, CLAIMS, CONTRACTS, LIABILITIES, INDEBTEDNESS AND OBLIGATIONS. TO THE EXTENT THAT SUCH LAWS MAY BE APPLICABLE, EACH OF THE BORROWERS WAIVES AND RELEASES ANY RIGHT OR CALCULATIONS, MISAPPROPRIATION DEFENSE WHICH IT MIGHT OTHERWISE HAVE UNDER ANY OTHER LAW OF FUNDS, TORTIOUS CONDUCT ANY APPLICABLE JURISDICTION WHICH MIGHT LIMIT OR RECKLESS RESTRICT THE EFFECTIVENESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED SCOPE OF ANY OF THEIR WAIVERS OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYRELEASES HEREUNDER.

Release of Claims. TO INDUCE LENDER THE BANKS AND THE AGENT TO ENTER INTO THIS AMENDMENT, EACH BORROWERTHE BORROWER AND, BY SIGNING THE ACKNOWLEDGEMENT AND BY GUARANTORS’ SIGNATURES CONSENT REFERRED TO THE CONSENT AND REAFFIRMATIONBELOW, EACH GUARANTOR VOLUNTARILYOF ITS SUBSIDIARIES HEREBY RELEASE, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITSACQUIT, AND FOREVER DISCHARGES LENDER DISCHARGE THE BANKS AND ITS THE AGENT AND EACH OF THEIR AFFILIATES (INCLUDING, WITHOUT LIMITATION, NESBXXX XXXNX XXXURITIES, INC. AND HARRXX XXXST AND SAVINGS BANK), AND THEIR OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR AND CAUSES OF ACTION OF ANY KIND OR NATURE (IF ANY THERE BE ANYBE), WHETHER ABSOLUTE OR CONTINGENT, DUE OR TO BECOME DUE, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER THEY NOW HAS HAVE OR EVER HAD AGAINST THE BANKS AND THE AGENT AND THEIR AFFILIATES, OR ANY ONE OR MORE OF THE RELEASED PARTIES ARISING THEM INDIVIDUALLY, UNDER OR IN CONNECTION WITH THE CREDIT AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS OR OTHERWISEANY OTHER CREDIT, INCLUDING, WITHOUT LIMITATION, DEPOSIT OR OTHER FINANCIAL ACCOMMODATION MADE AVAILABLE TO THE BORROWER OR ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, ONE OR CAUSES MORE OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYITS SUBSIDIARIES.

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, ADULT PARTICIPANT, ON BEHALF OF HIMSELF/ HERSELF AND ON BEHALF OF ANY CHILD PARTICIPANT AND ON BEHALF OF ANY SPOUSE, HEIRS, EXECUTORS AND REPRESENTATIVES OF ANY PARTICIPANT HEREBY RELEASES, DISCHARGES AND AGREES TO ENTER INTO THIS AMENDMENTHOLD HARMLESS URBAN AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., MEJOR ANGORA LLC (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, JUDGMENTS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY: (A) DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION (WHETHER ACTIVELY OR PASSIVELY) IN ANY ACTIVITIES ON THE PREMISES OR OTHER LOCATION WHERE THE ACTIVITIES ARE BEING CONDUCTED, INCLUDING BUT NOT LIMITED TO PARTICIPANT’S USE OF BREACH ANY EQUIPMENT, PARTICIPANT’S INVOLVEMENT IN ANY CLASSES OR INSTRUCTION, AND PARTICIPANT’S INVOLVEMENT IN ANY COMPETITION OR EVENT SPONSORED BY THE PROTECTED PARTIES (COLLECTIVELY, “ACTIVITIES”); OR (B) OCCURRING ON THE PREMISES, INCLUDING BUT NOT LIMITED TO PARTICIPANT’S USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDTHE ASSOCIATED SIDEWALKS AND PARKING AREA, LENDER OR IN TRANSPORTATION TO OR FROM THE PREMISES OR OTHER LOCATION WHERE THE ACTIVITIES ARE BEING CONDUCTED. PARTICIPANT XXXXXX AGREES NOT TO BRING ANY SUITS, CLAIMS, CAUSES OF ACTION, DEMANDS OR LEGAL ACTIONS AGAINST THE PROTECTED PARTIES FOR ANY ITEM RELEASED HEREUNDER. THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR ANY OTHER PATRON WHO IS ON THE PREMISES OR OMISSION WHO IS PARTICIPATING IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHE ACTIVITIES.

Release of Claims. TO INDUCE LENDER IN CONSIDERATION FOR U. S. BANK'S AGREEMENT TO ENTER INTO THIS AMENDMENT, EACH BORROWER, H.S.C., INC., SUNGOLD EYEWEAR, INC., AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, PRIVATE EYES SUNGLASS CORPORATION EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, HEREBY RELEASES AND FOREVER DISCHARGES LENDER U. S. BANK, ITS PREDECESSORS AND ITS OFFICERSSUCCESSORS-IN-INTEREST, AND THEIR RESPECTIVE DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORS, REPRESENTATIVES AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), AGENTS FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSESLIABILITIES, CHARGES, ACTIONS, OR LOSSES, CAUSES OF ACTION ACTION, COSTS, EXPENSES, COMPENSATION, AND SUITS OF ANY KIND KIND, PAST, PRESENT OR NATURE (IF THERE BE ANY)FUTURE, ARISING FROM OR ALLEGED TO ARISE FROM THEIR BUSINESS RELATIONSHIP, INCLUDING THE RELATIONSHIP PROVIDED FOR IN THE CREDIT AGREEMENT THROUGH THE DATE OF THIS AMENDMENT, WHETHER ABSOLUTE KNOWN OR CONTINGENTUNKNOWN. THIS RELEASE IS INTENDED TO BE COMPLETE AND COMPREHENSIVE WITH RESPECT TO ALL SUCH CLAIMS. THIS RELEASE OF CLAIMS HAS BEEN COMPLETELY READ AND FULLY UNDERSTOOD AND VOLUNTARILY ACCEPTED FOR THE PURPOSE OF MAKING A FULL AND FINAL COMPROMISE AND SETTLEMENT WITH RESPECT TO ALL CLAIMS, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.

Release of Claims. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, BUYER, ITS SUCCESSORS AND ASSIGNS, HEREBY UNCONDITIONALLY AND ABSOLUTELY WAIVE, RELEASE AND AGREE NOT TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERSMAKE ANY CLAIM OR BRING ANY COST RECOVERY ACTION OR CLAIM FOR CONTRIBUTION OR OTHER ACTION OR CLAIM AGAINST SELLER OR SELLER’S AFFILIATES, DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORSLENDERS, SUCCESSORS AND ASSIGNS FOR ANY “CLAIMS” (COLLECTIVELYAS DEFINED IN SECTION 3.1.3) OR COMPENSATION WHATSOEVER, THE “RELEASED PARTIES”)DIRECT OR INDIRECT, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER FORESEEN OR UNFORESEEN, ACCRUED OR UNACCRUED, LIQUIDATED OR UNLIQUIDATED, FIXED OR CONTINGENT, WHICH BUYER EVER HAD, NOW HAS OR EVER HAD AGAINST MAY HAVE, OR WHICH MAY ARISE IN THE FUTURE ON ACCOUNT OF OR IN ANY WAY GROWING OUT OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH (A) ANY FEDERAL, STATE, OR LOCAL ENVIRONMENTAL OR HEALTH AND SAFETY LAW OR REGULATION, INCLUDING WITHOUT LIMITATION THE COMPREHENSEIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980, 42 U.S.C. SECTION 9601, AS AMENDED OR ANY STATE EQUIVALENT, OR ANY SIMILAR LAW NOW EXISTING OR HEREAFTER ENACTED OR (B) ANY ENVIRONMENTAL CONDITIONS WHATSOEVER ON ABOUT OR UNDER THE PROPERTY OR (C) SUBJECT TO THE PROVISIONS OF SECTION 7.1.5 BELOW, ANY OTHER MATTER RELATING TO OR CONNECTED WITH THE CONDITION OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSPROPERTY. THE PROVISIONS OF THIS SECTION 7 SHALL SURVIVE THE CLOSING. BUYER REPRESENTS TO SELLER THAT BUYER HAS CONDUCTED, OR CAUSES WILL CONDUCT PRIOR TO CLOSING, SUCH INVESTIGATIONS OF PROPERTY AS BUYER DEEMS NECESSARY OR DESIRABLE TO SATISFY ITSELF AS TO THE CONDITION OF THE PROPERTY AND THE EXISTENCE OR NONEXISTENCE OR CURATIVE ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED BE TAKEN WITH RESPECT TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD HAZARDOUS OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTOXIC SUBSTANCES ON OR DISCHARGED FROM THE PROPERTY, AND WILL RELY UPON SAME.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH (a) BORROWER, ON BEHALF OF THEMSELVES AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, THEIR RESPECTIVE SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED BORROWER RELEASE PARTIES”), HEREBY FULLY, FINALLY AND COMPLETELY RELEASE AND FOREVER DISCHARGES LENDER, AND ITS RESPECTIVE SUCCESSORS, ASSIGNS, AFFILIATES, SUBSIDIARIES, PARENTS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, LOAN SERVICERS, ATTORNEYS, AGENTS AND PROPERTIES, PAST, PRESENT AND FUTURE, AND THEIR RESPECTIVE HEIRS, SUCCESSORS AND ASSIGNS (COLLECTIVELY AND INDIVIDUALLY, THE “LENDER RELEASE PARTIES”), OF AND FROM ANY AND ALL CLAIMS, CONTROVERSIES, DISPUTES, LIABILITIES, CLAIMSOBLIGATIONS, DEMANDS, DAMAGES, EXPENSESDEBTS, ACTIONSLIENS, OR ACTIONS AND CAUSES OF ACTION OF ANY KIND AND EVERY NATURE WHATSOEVER, KNOWN OR NATURE (IF THERE BE ANY)UNKNOWN, WHETHER ABSOLUTE OR CONTINGENTAT LAW, DISPUTED OR UNDISPUTED, AT LAW BY STATUTE OR IN EQUITY, IN CONTRACT OR KNOWN IN TORT, UNDER STATE OR UNKNOWNFEDERAL JURISDICTION, THAT AND WHETHER OR NOT THE ECONOMIC EFFECTS OF SUCH ALLEGED MATTERS ARISE OR ARE DISCOVERED IN THE FUTURE, WHICH THE BORROWER NOW HAS OR EVER HAD AGAINST ANY RELEASE PARTIES HAVE AS OF THE RELEASED EFFECTIVE DATE OR MAY CLAIM TO HAVE AGAINST THE LENDER RELEASE PARTIES ARISING UNDER OUT OF OR IN CONNECTION WITH RESPECT TO ANY OF AND ALL TRANSACTIONS RELATING TO THE LOAN OR THE LOAN DOCUMENTS OCCURRING ON OR OTHERWISEBEFORE THE EFFECTIVE DATE, INCLUDINGINCLUDING ANY LOSS, COST OR DAMAGE OF ANY KIND OR CHARACTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR IN ANY WAY RESULTING FROM THE ACTS, ACTIONS OR OMISSIONS OF THE LENDER RELEASE PARTIES OCCURRING ON OR BEFORE THE EFFECTIVE DATE. THE FOREGOING RELEASE IS INTENDED TO BE, AND IS, A FULL, COMPLETE AND GENERAL RELEASE IN FAVOR OF THE LENDER RELEASE PARTIES WITH RESPECT TO ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION AND OTHER MATTERS DESCRIBED THEREIN, INCLUDING SPECIFICALLY, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, DEMANDS OR CAUSES OF ACTION ARISING OUT BASED UPON ALLEGATIONS OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, BREACH OF ANY ALLEGED DUTY OF FAIR DEALING IN GOOD FAITH, ECONOMIC COERCION, USURY, UNFAIR BARGAINING POSITIONOR ANY OTHER THEORY, UNCONSCIONABILITYCAUSE OF ACTION, VIOLATION OCCURRENCE, MATTER OR THING WHICH MIGHT RESULT IN LIABILITY UPON THE LENDER RELEASE PARTIES ARISING OR OCCURRING ON OR BEFORE THE EFFECTIVE DATE. THE BORROWER RELEASE PARTIES UNDERSTAND AND AGREE THAT THE FOREGOING GENERAL RELEASE IS IN CONSIDERATION FOR THE AGREEMENTS OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER LENDER CONTAINED HEREIN AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHEY WILL RECEIVE NO FURTHER CONSIDERATION FOR SUCH RELEASE.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF BSPACE’S AGREEMENTS CONTAINED HEREIN, EACH BORROWERTHE COMPANY, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER BSPACE AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE BSPACE LOAN AGREEMENT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS ANY RELEASED PARTIES, ANY OF THE LOAN DOCUMENTS (AS DEFINED IN THE BSPACE LOAN AGREEMENT), THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO LENDER THAT CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO MUST HAVE AGAINST ANY RELEASED PARTYMATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.”

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., THE LEGAL OWNER OF THE PREMISES, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/ OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES, INCLUDING, BUT NOT LIMITED TO, GENERAL JUMPING, DODGEBALL, VOLLEYBALL, TUMBLING, FOAM PIT JUMPING, AEROBICS, SKYDIVING, NINJA WARRIOR COURSE, BATTLE BEAM, LASER TAG, SOFT PLAY, ROPES COURSE, CLIMBING WALL, ROLLER COASTER, JUMPING, EXERCISING AND OTHER MISCELLANEOUS TRAMPOLINE AND ADVENTURE ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES, (B) OCCURRING IN OR ABOUT THE PREMISES WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTBORROWER (IN THEIR OWN RIGHT AND ON BEHALF OF THEIR RESPECTIVE DIRECTORS, EACH BORROWEROFFICERS, EMPLOYEES, INDEPENDENT CONTRACTORS, ATTORNEYS AND BY GUARANTORS’ SIGNATURES TO AGENTS) (THE CONSENT "RELEASING PARTIES") JOINTLY AND REAFFIRMATIONSEVERALLY RELEASE, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITSACQUIT, AND FOREVER DISCHARGES LENDER DISCHARGE LENDER, AND ITS OFFICERS, DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORSINDEPENDENT CONTRACTORS, ATTORNEYS AND ASSIGNS AGENTS (COLLECTIVELY, THE “"RELEASED PARTIES”"), TO THE FULLEST EXTENT PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, FROM ANY AND ALL LIABILITIESACTS AND OMISSIONS OF THE RELEASED PARTIES, AND FROM ANY AND ALL CLAIMS, CAUSES OF ACTION, COUNTERCLAIMS, DEMANDS, CONTROVERSIES, COSTS, DEBTS, SUMS OF MONEY, ACCOUNTS, RECKONINGS, BONDS, BILLS, DAMAGES, EXPENSESOBLIGATIONS, ACTIONSLIABILITIES, OBJECTIONS, AND EXECUTIONS OF ANY NATURE, TYPE, OR CAUSES DESCRIPTION WHICH THE RELEASING PARTIES HAVE AGAINST THE RELEASED PARTIES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, GROSS NEGLIGENCE, USURY, FRAUD, DECEIT, MISREPRESENTATION, CONSPIRACY, UNCONSCIONABILITY, DURESS, ECONOMIC DURESS, DEFAMATION, CONTROL, INTERFERENCE WITH CONTRACTUAL AND BUSINESS RELATIONSHIPS, CONFLICTS OF ACTION INTEREST, MISUSE OF INSIDER INFORMATION, CONCEALMENT, DISCLOSURE, SECRECY, MISUSE OF COLLATERAL, WRONGFUL RELEASE OR FORECLOSURE OF COLLATERAL, FAILURE TO INSPECT, ENVIRONMENTAL DUE DILIGENCE, NEGLIGENT LOAN PROCESSING AND ADMINISTRATION, WRONGFUL SETOFF, VIOLATIONS OF STATUTES AND REGULATIONS OF GOVERNMENTAL ENTITIES, INSTRUMENTALITIES AND AGENCIES (BOTH CIVIL AND CRIMINAL), RACKETEERING ACTIVITIES, SECURITIES AND ANTITRUST LAWS VIOLATIONS, TYING ARRANGEMENTS, DECEPTIVE TRADE PRACTICES, BREACH OR ABUSE OF ANY KIND ALLEGED FIDUCIARY DUTY, BREACH OF ANY ALLEGED SPECIAL RELATIONSHIP, COURSE OF CONDUCT OR NATURE (IF THERE BE ANY)DEALING, ALLEGED OBLIGATION OF FAIR DEALING, ALLEGED OBLIGATION OF GOOD FAITH, AND ALLEGED OBLIGATION OF GOOD FAITH AND FAIR DEALING, WHETHER ABSOLUTE OR CONTINGENTNOT IN CONNECTION WITH OR RELATED TO THE LOAN AGREEMENT, DISPUTED OR UNDISPUTEDAND THE LOAN DOCUMENTS AND THIS AGREEMENT, AT LAW OR IN EQUITY, IN CONTRACT IN TORT, OR OTHERWISE, KNOWN OR UNKNOWN, THAT SUSPECTED OR UNSUSPECTED UP TO AND INCLUDING THE DATE OF THIS AGREEMENT (THE "RELEASED CLAIMS"). THE RELEASING PARTIES FURTHER AGREE TO LIMIT ANY DAMAGES THEY MAY SEEK IN CONNECTION WITH ANY CLAIM OR CAUSE OF ACTION, IF ANY, TO EXCLUDE ALL PUNITIVE AND EXEMPLARY DAMAGES, DAMAGES ATTRIBUTABLE TO LOST PROFITS OR OPPORTUNITY, DAMAGES ATTRIBUTABLE TO MENTAL ANGUISH, AND DAMAGES ATTRIBUTABLE TO PAIN AND SUFFERING, AND THE RELEASING PARTIES DO HEREBY WAIVE AND RELEASE ALL SUCH BORROWER NOW HAS DAMAGES WITH RESPECT TO ANY AND ALL CLAIMS OR EVER HAD CAUSES OF ACTION WHICH HAVE OCCURRED AS OF THE MODIFICATION DATE AGAINST ANY OF THE RELEASED PARTIES. THE RELEASING PARTIES ARISING UNDER REPRESENT AND WARRANT THAT NO FACTS EXIST WHICH COULD PRESENTLY OR IN THE FUTURE SUPPORT THE ASSERTION OF ANY OF THE RELEASED CLAIMS AGAINST THE RELEASED PARTIES. THE RELEASING PARTIES FURTHER COVENANT NOT TO XXX THE RELEASED PARTIES ON ACCOUNT OF ANY OF THE RELEASED CLAIMS, AND EXPRESSLY WAIVE ANY AND ALL DEFENSES THEY MAY HAVE IN CONNECTION WITH ANY OF THEIR DEBTS AND OBLIGATIONS UNDER THE LOAN DOCUMENTS OR OTHERWISEAND THIS AGREEMENT. THIS PARAGRAPH IS IN ADDITION TO AND SHALL NOT IN ANY WAY LIMIT ANY OTHER RELEASE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSCOVENANT NOT TO XXX, OR CAUSES WAIVER BY THE RELEASING PARTIES IN FAVOR OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTTHE RELEASED PARTIES. Forbearance Agreement American Locker Group, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYet al.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTBORROWERS (AND XXXX X. XXXXXXXXX, BY HIS JOINDER BELOW) EACH BORROWERHEREBY RELEASE, DISCHARGE, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONACQUIT FOREVER LENDER, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITSTEXAS COMMERCE BANK NATIONAL ASSOCIATION, AND FOREVER DISCHARGES LENDER AND ITS EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEESEMPLOYEES AND COUNSEL FROM ANY AND ALL CLAIMS EXISTING AS OF THE EFFECTIVE DATE HEREOF (OR THE DATE OF ACTUAL EXECUTION HEREOF BY THE APPLICABLE PERSON OR ENTITY, SUCCESSORS, AND ASSIGNS (COLLECTIVELYIF LATER). AS USED HEREIN, THE “RELEASED PARTIES”), FROM TERM "CLAIMS" SHALL MEAN ANY AND ALL LIABILITIES, CLAIMS, DEFENSES, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND ACTION, JUDGMENTS, COSTS OR NATURE EXPENSES (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, COURT COSTS, PENALTIES, ATTORNEYS' FEES, DISBURSEMENTS, AND AMOUNTS PAID IN SETTLEMENT) OF ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR KIND AND CHARACTER WHATSOEVER RELATING TO A CLAIM OF THE LOANS AND THE CREDIT FACILITY GOVERNED BY THE CREDIT AGREEMENT, INCLUDING WITHOUT LIMITATION, CLAIMS FOR BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTYCOMMITMENT, USURYOR FAILURE TO ACT IN GOOD FAITH, UNFAIR BARGAINING POSITIONIN EACH CASE WHETHER NOW KNOWN OR UNKNOWN, UNCONSCIONABILITYSUSPECTED OR UNSUSPECTED, ASSERTED OR UNASSERTED, OR PRIMARY OR CONTINGENT, AND WHETHER ARISING OUT OF WRITTEN DOCUMENTS, UNWRITTEN UNDERTAKINGS, COURSE OF CONDUCT, TORT, VIOLATION OF LAWLAWS, NEGLIGENCEOR REGULATIONS OR OTHERWISE. THIS RELEASE SHALL BE BINDING UPON BORROWERS, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSXXXX X. XXXXXXXXX, MISAPPROPRIATION OF FUNDSAND THEIR RESPECTIVE HEIRS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER LEGAL REPRESENTATIVES, SUCCESSORS AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYASSIGNS.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT(a) FOR AND IN CONSIDERATION OF PFG'S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, "RELEASORS") HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER PFG AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “"RELEASED PARTIES”)") FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE FORBEARANCE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE EXISTING LOAN DOCUMENTS DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE EXISTING LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS FORBEARANCE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR." EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR SUSPECTED MAY LATER BE DISCOVERED. EACH OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYNEW INFORMATION.

Release of Claims. EACH OF NEG AND THE COMPANY HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE LENDER REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO ENTER INTO THIS AMENDMENT, REPAY THE LENDERS AND INVESTORS AS PROVIDED IN THE OPERATIVE DOCUMENTS OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE ADMINISTRATIVE AGENT OR ANY OTHER CREDITOR. EACH BORROWER, OF NEG AND BY GUARANTORS’ SIGNATURES TO THE CONSENT COMPANY HEREBY VOLUNTARILY AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE ADMINISTRATIVE AGENT AND ITS OFFICERSTHE OTHER CREDITORS, DIRECTORSAND THE ADMINISTRATIVE AGENT'S AND EACH OTHER CREDITOR'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AGREEMENT IS EXECUTED, WHICH EITHER NEG OR THE COMPANY MAY NOW OR HEREAFTER HAVE AGAINST THE ADMINISTRATIVE AGENT OR ANY OTHER CREDITOR, AND THE ADMINISTRATIVE AGENT'S OR ANY OTHER CREDITOR'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, IN THEIR CAPACITIES AS SUCH, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE OPERATIVE DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS WAIVER AGREEMENT.

Release of Claims. EACH OF NEG AND THE BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE LENDER REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE BORROWER TO ENTER INTO THIS AMENDMENT, REPAY THE GENHOLDINGS LENDERS AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER CREDIT DOCUMENTS OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE ADMINISTRATIVE AGENT OR ANY GENHOLDINGS LENDER. EACH BORROWER, OF NEG AND BY GUARANTORS’ SIGNATURES TO THE CONSENT BORROWER HEREBY VOLUNTARILY AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE ADMINISTRATIVE AGENT AND ITS OFFICERSTHE GENHOLDINGS LENDERS, DIRECTORSAND THE ADMINISTRATIVE AGENT'S AND EACH GENHOLDINGS LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AGREEMENT IS EXECUTED BY THE BORROWER, WHICH EITHER NEG OR THE BORROWER MAY NOW OR HEREAFTER HAVE AGAINST THE ADMINISTRATIVE AGENT OR ANY GENHOLDINGS LENDER IN THEIR CAPACITIES AS SUCH, AND THE ADMINISTRATIVE AGENT'S OR ANY GENHOLDINGS LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, IN THEIR CAPACITIES AS SUCH, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT OR OTHER CREDIT DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS AGREEMENT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF KIA’S AGREEMENTS CONTAINED HEREIN, EACH BORROWERTHE COMPANY, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER KIA AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING DIRECTLY OR INDIRECTLY FROM THE KIA NOTE, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS ANY RELEASED PARTIES, THE KIA NOTE, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO LENDER THAT CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO MUST HAVE AGAINST ANY RELEASED PARTYMATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.” [Signature Page Follows]

Release of Claims. THE COMPANY HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO REPAY THE AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE AGENT OR ANY LENDER. THE COMPANY HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENT AND ITS OFFICERSTHE LENDERS, DIRECTORSAND THE AGENT'S AND EACH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE SUSPECTED OR CONTINGENTUNSUSPECTED, DISPUTED FIXED, CONTINGENT OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AGREEMENT IS EXECUTED, WHICH THEY MAY NOW OR HEREAFTER HAVE AGAINST THE AGENT OR ANY SUCH LENDER, AND THE AGENT'S OR SUCH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, CLAIMSAND NEGOTIATION AND EXECUTION OF THIS AGREEMENT. Delivered as of the day and year first above written. U.S. AGGREGATES, DEMANDSINC. By: -------------------------------------------------------- Title: ----------------------------------------------------- BANK OF AMERICA, DAMAGESN.A., EXPENSESas Agent By: -------------------------------------------------------- Title: ----------------------------------------------------- BANK OF AMERICA, ACTIONSN.A., OR CAUSES as a Lender and as Issuing Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- FLEET NATIONAL BANK (formerly known as BankBoston, N.A.), as a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- NATIONAL CITY BANK, as a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- BANK OF ACTION ARISING OUT SCOTLAND, as a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- IBJ WHITEHALL BANK AND TRUST COMPANY, as a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- COMERICA BANK - CALIFORNIA, as a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- ZIONS FIRST NATIONAL BANK, as a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- UNION BANK OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTCALIFORNIA, FRAUDN.A., LENDER LIABILITY OR MISCONDUCTas a Lender By: -------------------------------------------------------- Title: ----------------------------------------------------- PILGRIM PRIME RATE TRUST, BREACH OF FIDUCIARY DUTYas a Lender By: Pilgrim Investments, USURYInc., UNFAIR BARGAINING POSITIONas its Investment Manager By: -------------------------------------------------------- Title: ----------------------------------------------------- SENIOR DEBT PORTFOLIO By: Boston Management and Research, UNCONSCIONABILITYas Investment Advisor By: -------------------------------------------------------- Title: ----------------------------------------------------- EATON VANCE INSTITUTIONAL SENIOR LOAN FUND By: Eatox Xxxxx Xxxagement, VIOLATION OF LAWas Investment Advisor By: -------------------------------------------------------- Title: ----------------------------------------------------- EATON VANCE SENIOR INCOME TRUST By: Eaton Vance Manxxxxxxx, NEGLIGENCExx Investment Advisor By: -------------------------------------------------------- Title: ----------------------------------------------------- KZH-HIGHLAND - 2 LLC By: -------------------------------------------------------- Title: ----------------------------------------------------- ARCHIMEDES FUNDING II, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSLLC By: ING Capital Advisors, MISAPPROPRIATION OF FUNDSLLC, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTas Collateral Manager By: -------------------------------------------------------- Title: ----------------------------------------------------- ARCHIMEDES FUNDING III, LLC By: ING Capital Advisors, LLC, as Collateral Manager By: -------------------------------------------------------- Title: ----------------------------------------------------- SEQUILS-ING 1 (HBDGM), LTD. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.By: ING Capital Advisors, LLC, as Collateral Manager By: -------------------------------------------------------- Title: -----------------------------------------------------

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX SENTINEL MARTIAL ARTS, EACH BORROWERARLINGTON MARTIAL ARTS, G&G ASSOCIATES (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN ANY MARTIAL ARTS, FITNESS OR RECREATION RELATED ACTIVITIES, RUNNING, JUMPING, TUMBLING, KICKING, PUNCHING, BLOCKING, STRIKING, AEROBICS, PADDED WEAPONS, ROPE PLAY, EXERCISING, AND OTHER MISCELLANEOUS ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE WAITING AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER LIABILITY INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR MISCONDUCTPROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY, BREACH “ACTIVITIES”), (B) OCCURRING IN OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF FIDUCIARY DUTYTHE ACTIVITIES ARE TAKING PLACE, USURYCONDUCTED, UNFAIR BARGAINING POSITIONOR PERFORMED BY PARTICIPANT OR ANYONE ELSE, UNCONSCIONABILITYOR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, VIOLATION (C) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF LAW, PERSONAL PROPERTY OF PARTICIPANT AND DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT. EACH BORROWER Indemnity. ADULT PARTICIPANT, ON BEHALF OF HIMSELF AND EACH GUARANTOR REPRESENTS HIS HEIRS, EXECUTORS AND WARRANTS REPRESENTATIVES AGREES TO LENDER INDEMNIFY, DEFEND, RELEASE, AND HOLD HARMLESS THE PROTECTED PARTIES FROM AND AGAINST ALL CLAIMS, CAUSES OF ACTION, SUITS, LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, LIENS, JUDGMENTS, SETTLEMENTS, PROCEEDINGS, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR OTHER COSTS) OF ANY NATURE WHATSOEVER FOR OR RELATING TO DEATH, BODILY INJURY OR PROPERTY DAMAGE RESULTING FROM, RELATING TO, OR CAUSED BY (WHETHER IN WHOLE OR IN PART) ANY OF THE FOLLOWING MATTERS (WHICH NECESSARILY INCLUDE ALL CLAIMS THAT IT HAS DO OR MAY BELONG TO THE CHILD PARTICIPANT(S)): (A) PARTICIPANT'S ACTS, OMISSIONS OR PRESENCE ON OR ABOUT ANY PART OF THE PREMISES OR OTHER PREMISES WHERE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, (B) PARTICIPANT'S ACTIVE OR PASSIVE PARTICIPATION IN, OR OBSERVANCE OF, ANY OF THE ACTIVITIES; (C) ANY CLAIMS ARISING OUT OF THE NEGLIGENT, GROSSLY NEGLIGENT, OR WILLFUL ACTS OR OMISSIONS OF PARTICIPANT OR ANY GUEST OR INVITEE OF THE PROTECTED PARTIES, OR (D) PARTICIPANT'S USE OF ANY FIXTURES, EQUIPMENT OR PERSONAL PROPERTY IN, ON OR ABOUT PREMISES OR OTHER PREMISES WHERE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE. THE INDEMNITY CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT, BUT WILL NOT TRANSFERRED APPLY TO THE EXTENT ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYDAMAGE IS CAUSED BY THE WILLFUL MISCONDUCT OF THE PROTECTED PARTIES.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF BANK'S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, "RELEASORS") HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER BANK AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “"RELEASED PARTIES”)") FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE LOAN DOCUMENTS OR OTHERWISEEXIM LOAN DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE LOAN DOCUMENTS AND EXIM LOAN DOCUMENTS, AND/OR NEGOTIATION FOR AND EXECUTION OF THIS AMENDMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT THE HIGHEST LAWFUL RATE APPLICABLE. EACH OF OR RELATING TO A CLAIM THE RELEASORS WAIVES THE BENEFITS OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF ANY LAW, NEGLIGENCEWHICH MAY PROVIDE IN SUBSTANCE: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, ERROR WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR." EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTSUSPECTED MAY LATER BE DISCOVERED. EACH BORROWER OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYNEW INFORMATION.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT AGREES NOT TO ENTER INTO THIS AMENDMENTSUE AND RELEASES URBAN AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., THE LEGAL OWNER OF THE PREMISES, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES (B) OCCURRING IN OR ABOUT THE PREMISES WHERE ANY OF BREACH THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF CONTRACTTHE ACTIVITIES, FRAUD(C) RESULTING FROM PERSONAL INJURY ARISING OUT OF , LENDER LIABILITY OR MISCONDUCTCAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENCE OF THE PROTECTED PARTIES, BREACH (D) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF FIDUCIARY DUTYPERSONAL PROPERTY OF PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE OF THE PROTECTED PARTIES, USURYAND (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. THE RELEASE CONTAINED IN THIS PARAGRAPH, UNFAIR BARGAINING POSITIONINCLUDING ALL SUBPARTS, UNCONSCIONABILITY, VIOLATION SHALL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OF LAW, NEGLIGENCE, ERROR THE PROTECTED PARTIES OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYPARTICIPANT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH (a) BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER ON BEHALF OF ITSELF AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED BORROWER RELEASE PARTIES”), HEREBY FULLY, FINALLY AND COMPLETELY RELEASE AND FOREVER DISCHARGE LENDER, LENDER’S SERVICERS, AND THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, PARENTS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, ATTORNEYS, AGENTS AND PROPERTIES, PAST, PRESENT AND FUTURE, AND THEIR RESPECTIVE HEIRS, PERSONAL REPRESENTATIVES, DISTRIBUTEES, SUCCESSORS AND ASSIGNS (COLLECTIVELY AND INDIVIDUALLY, THE “LENDER RELEASE PARTIES”), OF AND FROM ANY AND ALL CLAIMS, CONTROVERSIES, DISPUTES, LIABILITIES, CLAIMSOBLIGATIONS, DEMANDS, DAMAGES, EXPENSESDEBTS, ACTIONSLIENS, OR ACTIONS AND CAUSES OF ACTION OF ANY KIND AND EVERY NATURE WHATSOEVER, KNOWN OR NATURE (IF THERE BE ANY)UNKNOWN, WHETHER ABSOLUTE OR CONTINGENTAT LAW, DISPUTED OR UNDISPUTED, AT LAW BY STATUTE OR IN EQUITY, IN CONTRACT OR KNOWN IN TORT, UNDER STATE OR UNKNOWNFEDERAL JURISDICTION, THAT AND WHETHER OR NOT THE ECONOMIC EFFECTS OF SUCH ALLEGED MATTERS ARISE OR ARE DISCOVERED IN THE FUTURE, WHICH THE BORROWER NOW HAS OR EVER HAD AGAINST ANY RELEASE PARTIES HAVE AS OF THE RELEASED EXECUTION DATE OR MAY CLAIM TO HAVE AGAINST THE LENDER RELEASE PARTIES ARISING UNDER OUT OF OR IN CONNECTION WITH RESPECT TO ANY OF AND ALL TRANSACTIONS RELATING TO THE LOAN OR THE LOAN DOCUMENTS OCCURRING ON OR OTHERWISEBEFORE THE EXECUTION DATE, INCLUDINGINCLUDING ANY LOSS, COST OR DAMAGE OF ANY KIND OR CHARACTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR IN ANY WAY RESULTING FROM THE ACTS, ACTIONS OR OMISSIONS OF THE LENDER RELEASE PARTIES OCCURRING ON OR BEFORE THE EXECUTION DATE. THE FOREGOING RELEASE IS INTENDED TO BE, AND IS, A FULL, COMPLETE AND GENERAL RELEASE IN FAVOR OF THE LENDER RELEASE PARTIES WITH RESPECT TO ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION AND OTHER MATTERS DESCRIBED THEREIN, INCLUDING SPECIFICALLY, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, DEMANDS OR CAUSES OF ACTION ARISING OUT BASED UPON ALLEGATIONS OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, BREACH OF ANY ALLEGED DUTY OF FAIR DEALING IN GOOD FAITH, ECONOMIC COERCION, USURY, UNFAIR BARGAINING POSITIONOR ANY OTHER THEORY, UNCONSCIONABILITYCAUSE OF ACTION, VIOLATION OCCURRENCE, MATTER OR THING WHICH MIGHT RESULT IN LIABILITY UPON THE LENDER RELEASE PARTIES ARISING OR OCCURRING ON OR BEFORE THE EXECUTION DATE. THE BORROWER RELEASE PARTIES UNDERSTAND AND AGREE THAT THE FOREGOING GENERAL RELEASE IS IN CONSIDERATION FOR THE AGREEMENTS OF LAWLENDER CONTAINED IN THE MODIFICATION AGREEMENTS AND THAT THEY WILL RECEIVE NO FURTHER CONSIDERATION FOR SUCH RELEASE. IN ADDITION, NEGLIGENCEBORROWER AGREES NOT TO COMMENCE, ERROR JOIN IN, PROSECUTE OR OMISSION PARTICIPATE IN ACCOUNTING ANY SUIT OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED OTHER PROCEEDING IN A POSITION WHICH IS ADVERSE TO ANY PERSON OF THE LENDER RELEASE PARTIES ARISING DIRECTLY OR INDIRECTLY FROM ANY CLAIM OF THE FOREGOING MATTERS. NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT TO THE CONTRARY, IN THE EVENT THAT IT HAS EVER HAD ANY SETTLEMENT EFFECTED UNDER THIS AGREEMENT IS DEEMED VOID OR CLAIMED IS NO LONGER IN FORCE OR EFFECT, THE RELEASE HEREIN CREATED SHALL NOT BE RESCINDED BUT SHALL REMAIN IN FULL FORCE AND EFFECT AND UNAFFECTED THEREBY. NOTHING HEREIN SHALL TRANSFER TO HAVE AGAINST TRANSFEREE, NOR SHALL TRANSFEREE ACCEPT OR ASSUME, ANY RELEASED PARTYSUCCESSOR DEVELOPER OBLIGATION, LIABILITY OR STATUS.

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER. EACH BORROWER, BORROWER HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENTS AND ITS OFFICERSTHE LENDERS, DIRECTORSAND EACH AGENT'S AND EACH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE SUSPECTED OR CONTINGENTUNSUSPECTED, DISPUTED FIXED, CONTINGENT OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT IS EXECUTED, THAT WHICH SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, CLAIMSAND NEGOTIATION AND EXECUTION OF THIS AMENDMENT. Delivered as of the day and year first above written. TOKHEIM CORPORATION ------------------------------- Title ---------------------------- By ------------------------------- Title ---------------------------- GASBOY INTERNATIONAL, DEMANDSINC. By ------------------------------- Title ---------------------------- TOKHEIM INVESTMENT CORP. By ------------------------------- Title ---------------------------- MANAGEMENT SOLUTIONS, DAMAGESINC. By ------------------------------- Title ---------------------------- SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By ------------------------------- Title ---------------------------- TOKHEIM SERVICES LLC By ------------------------------- Title ---------------------------- TOKHEIM RPS, EXPENSESLLC By ------------------------------- Title ---------------------------- ABN AMRO BANK N.V., ACTIONSas Administrative Agent, OR CAUSES as Issuing Lender and as a Lender By ------------------------------- Title ---------------------------- By ------------------------------- Title ---------------------------- AMSOUTH BANK, as Documentation Agent and as a Lender By ------------------------------- Title ---------------------------- BANK ONE, INDIANA, NATIONAL ASSOCIATION, as a Lender By ------------------------------- Title ---------------------------- CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By ------------------------------- Title ---------------------------- CREDIT AGRICOLE INDOSUEZ, as a Lender By ------------------------------- Title ---------------------------- By ------------------------------- Title ---------------------------- BEAR, XXXXXXX & CO., INC., as a Lender By ------------------------------- Title ---------------------------- BANKERS TRUST COMPANY, as a Lender By ------------------------------- Title ---------------------------- SENIOR DEBT PORTFOLIO, as a Lender By: Boston Management and Research, as Investment Advisor By ------------------------------- Title ---------------------------- XXXXX XXXXX SENIOR INCOME TRUST, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------- Title ---------------------------- OXFORD STRATEGIC INCOME FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------- Title ---------------------------- XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------- Title ---------------------------- CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By ------------------------------- Title ---------------------------- By ------------------------------- Title ---------------------------- FINOVA CAPITAL CORPORATION, as a Lender By ------------------------------ Title --------------------------- BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH, as a Lender By ------------------------------ Title --------------------------- OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By ------------------------------- Title ---------------------------- OAKTREE CAPITAL MANAGEMENT, LLC, as a Lender By ------------------------------- Title ---------------------------- ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By ------------------------------- Title ---------------------------- WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By ------------------------------- Title ---------------------------- BARCLAYS BANK PLC, as a Lender By ------------------------------- Title ---------------------------- XXXXXXX XXXXX CREDIT PARTNERS, as a Lender By ------------------------------ Title --------------------------- EXHIBIT A FORM OF ACTION ARISING OUT REAFFIRMATION OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTLOAN DOCUMENTS March __, FRAUD2001 ABN AMRO Bank N.V., LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.as Administrative Agent and the other parties to the Credit Agreement referred to below Re: Reaffirmation of Loan Documents Ladies and Gentlemen: Please refer to:

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTTHE COMPANY HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, EACH BORROWERCOUNTERCLAIMS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONOFFSETS, EACH GUARANTOR VOLUNTARILYCROSS-COMPLAINTS, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, CLAIMS OR CAUSES OF ACTION DEMANDS OF ANY KIND OR NATURE (IF THERE WHATSOEVER THAT CAN BE ANY)ASSERTED TO REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO REPAY THE HOLDERS OF THE NOTES OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY HOLDER OF THE NOTES OR ANY OF THEIR RESPECTIVE SUBSIDIARIES OR AFFILIATES. THE COMPANY HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES INITIAL PURCHASER AND ITS SUBSIDIARIES AND AFFILIATES AND ALL OF THEIR RESPECTIVE AGENTS, WHETHER ABSOLUTE EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AGREEMENT IS EXECUTED, WHICH THE COMPANY MAY NOW OR HEREAFTER HAVE AGAINST SUCH PERSON, IF ANY, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF THE LOAN DOCUMENTS CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THIS AGREEMENT, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE NOTES OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER ANY SALES CONTRACT AND EACH GUARANTOR REPRESENTS THE NEGOTIATION AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYEXECUTION THEREOF.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access, and enjoy the Premises andvoluntarily participate in the Activities, TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTTHE FULLEST EXTENT PERMITTED BY LAW, EACH BORROWERPARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT) AND THEIR HEIRS, EXECUTORS, AND BY GUARANTORS’ SIGNATURES REPRESENTATIVES RELEASES AND AGREES NOT TO XXX XXXXX AIR, UATP MANAGEMENT, LLC, UATP IP, LLC, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITSPREMISES, AND FOREVER DISCHARGES LENDER AND ITS ANY OF THEIR AFFILIATES OR SUBSIDIARIES, RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY: (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES; (B) OCCURRING IN OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF BREACH THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF CONTRACTTHE ACTIVITIES; (C) RESULTING FROM DAMAGE TO, FRAUDLOSS OF, LENDER OR THEFT OF PERSONAL PROPERTY OF PARTICIPANT AND DUE TO THE NEGLIGENCE OF THE PROTECTED PARTIES; OR (D) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYPARTICIPANT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWERBORROWER , AND BY GUARANTORS’ ' SIGNATURES TO THE CONSENT CO SENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILYVOLUNTARILY , KNOWINGLY AND UNCONDITIONALLY RELEASESRELEASES , ACQUITSACQUITS , AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORSDI RECTORS , AGENTSAGENTS , EMPLOYEES, SUCCESSORSSUCCESSORS , AND ASSIGNS (COLLECTIVELYCOLLECTIVELY , THE “"RELEASED PARTIES”"), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)) , WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSACTIONS , OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCTMIS CONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITYUNCONSCIONABILITY , VIOLATION OF LAW, NEGLIGENCENEGLIGENCE , ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYPARTY .

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF HIS OR HER HEIRS, EXECUTORS AND REPRESENTATIVES) HEREBY RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP FRANCHISING, LLC, LGSM, LLC (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, HEIRS, SUCCESSORS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN ANY TRAMPOLINE RELATED ACTIVITIES, USE OF BREACH ANY EQUIPMENT, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER LIABILITY INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR MISCONDUCTPROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY, BREACH “ACTIVITIES”), (B) OCCURRING IN AND/OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF FIDUCIARY DUTYTHE ACTIVITIES ARE TAKING PLACE, USURYCONDUCTED, UNFAIR BARGAINING POSITIONOR PERFORMED BY PARTICIPANT OR ANYONE ELSE, UNCONSCIONABILITYOR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, VIOLATION (C) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF LAWPERSONAL PROPERTY OF PARTICIPANT (D) THE RIGHT TO XXX THE PROTECTED PARTIES FOR ANY LOSS SUFFERED BY PARTICIPANT, PARTICIPANT’S HEIRS, EXECUTORS, FAMILY, PARENTS, AND/OR GUARDIANS OR DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSFAULT, MISAPPROPRIATION OF FUNDSGROSS NEGLIGENCE, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.IN PART BY THE NEGLIGENCE, FAULT, OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT. I confirm that I fully understand that I am giving up my right (and the rights of any Child Participant named below) to xxx Xxxxx Air and the other Protected Parties or hold them responsible in any way for any loss or damage that happens because of my/our participation in the Activities at Urban Air, or because of my/our use of the Premises. _______ Initial

Release of Claims. TO INDUCE LENDER THE LENDERS AND THE AGENT TO ENTER INTO THIS AMENDMENTAGREEMENT, EACH BORROWERTHE BORROWER AND THE GUARANTORS HEREBY RELEASE, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITSACQUIT, AND FOREVER DISCHARGES LENDER DISCHARGE THE LENDERS, THE AGENT AND ITS THEIR AFFILIATES AND THEIR -67- RESPECTIVE OFFICERS, DIRECTORS, AGENTS, ATTORNEYS, ADVISORS, CONSULTANTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR AND CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ARE ANY), WHETHER ABSOLUTE OR CONTINGENT, DUE OR TO BECOME DUE, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER THEY NOW HAS HAVE OR EVER HAD AGAINST THE LENDERS, THE AGENT AND THE OTHER PARTIES IDENTIFIED ABOVE, OR ANY ONE OR MORE OF THE RELEASED PARTIES ARISING THEM INDIVIDUALLY, UNDER OR IN CONNECTION WITH THE PREVIOUS CREDIT AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSAS DEFINED THEREIN, OR CAUSES THIS AGREEMENT OR ANY OF ACTION ARISING OUT THE OTHER LOAN DOCUMENTS AS DEFINED HEREIN. Upon your acceptance hereof in the manner hereinafter set forth, this Agreement shall constitute a contract between us for the uses and purposes hereinabove set forth. Dated as of the date first above written. XXXXXX INDUSTRIAL GROUP, INC. By Its: ---------------------------------- XXXXXX METALCRAFT CO. By Its: ---------------------------------- XXXXXX METALCRAFT CO. OF OR RELATING TO A CLAIM NORTH CAROLINA By Its: ---------------------------------- XXXXXX METALCRAFT CO. OF BREACH OF CONTRACTSOUTH CAROLINA By Its: ---------------------------------- MID CENTRAL PLASTICS, FRAUDINC. By Its: ---------------------------------- -69- B&W METAL FABRICATORS, LENDER LIABILITY OR MISCONDUCTINC. By Its: ---------------------------------- -70- Accepted and Agreed to at Chicago, BREACH OF FIDUCIARY DUTYIllinois as of the day and year last above written. Each of the Lenders hereby agrees with each other Lender that if it should receive or obtain any payment (whether by voluntary payment, USURYby realization upon collateral, UNFAIR BARGAINING POSITIONby the exercise of rights of setoff or banker's lien, UNCONSCIONABILITYby counterclaim or cross action, VIOLATION OF LAWor by the enforcement of any rights under this Agreement, NEGLIGENCEthe Notes, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSthe Guaranties or otherwise) in respect of the obligations of the Borrower under this Agreement, MISAPPROPRIATION OF FUNDSthe Notes and the Guaranties in a greater amount than such Lender would have received had such payment been made to the Agent and been distributed among the Lenders as contemplated by Section 3.5 hereof then in that event the Lender receiving such disproportionate payment shall purchase for cash without recourse from the other Lenders an interest in the obligations of the Borrower to such Lenders arising under this Agreement the Notes, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTand the Guaranties in such amount as shall result in a distribution of such payment as contemplated by Section 3.5 hereof. EACH BORROWER In the event any payment made to a Lender and shared with the other Lenders pursuant to the provisions hereof is ever recovered from such Lender, the Lenders receiving a portion of such payment hereunder shall restore the same to the payor Lender, but without interest. Amount and Percentage of Commitments: Revolving Credit Commitment: XXXXXX TRUST AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.SAVINGS BANK $8,750,000.00 (41.666667%) Term Loan Commitment: By ----------------------------------- $13,735,591.65 (41.666667%) Its Vice President 000 Xxxx Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxxx X. XxXxxxx Telephone: (000) 000-0000 Telecopy: (000) 000-0000 LIBOR Funding Office: Nassau Branch c/o 000 Xxxx Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000 -71- Amount and Percentage of Commitments: Revolving Credit Commitment: FIRSTAR BANK, N.A. $2,916,666.67 (13.888889%) Term Loan Commitment: By ----------------------------------- $4,578,530.54 (13.888889%) Its -------------------------------- 000 Xxxx Xxxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000 Attention: --------------------------- Telephone: --------------------------- Telecopy: ---------------------------- LIBOR Funding Xxxxxx 000 Xxxx Xxxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000 -72- Amount and Percentage of Commitments: Revolving Credit Commitment: NATIONAL CITY BANK $2,333,333.33 (11.111111%) Term Loan Commitment: By ----------------------------------- $3,662,824.43 (11.111111%) Its -------------------------------- 0000 Xxxx Xxxxx Xxxxxx Xxxxxxx #0000 Xxxxxxxxx, Xxxx 00000-0000 Attention: Xxxxxxxx Xxxx Telephone: (000) 000-0000 Telecopy: (000) 000-0000 LIBOR Funding Xxxxxx 0000 Xxxx Xxxxx Xxxxxx Xxxxxxx #0000 Xxxxxxxxx, Xxxx 00000-0000 Amount and Percentage of Commitments: Revolving Credit Commitment: BRANCH BANKING & TRUST CO. $3,500,000.00 (16.666667%) Term Loan Commitment: By ----------------------------------- $5,494,236.65 (16.666667%) Its --------------------------------- ------------------------------ ------------------------------ ------------------------------ Attention -------------------- Telephone: (___) ___-____ Telecopy: (___) ___-____ LIBOR Funding Office ------------------------------ ------------------------------ ------------------------------ -74- Amount and Percentage of Commitments: Revolving Credit Commitment: LASALLE BANK, NATIONAL ASSOCIATION $3,500,000.00 (16.666667%) Term Loan Commitment: By ----------------------------------- $5,494,236.65 (16.666667%) Its -------------------------------- ------------------------------ ------------------------------ ------------------------------ Attention -------------------- Telephone: (___) ___-____ Telecopy: (___) ___-____ LIBOR Funding Office ------------------------------ ------------------------------ ------------------------------

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF HIS OR HER HEIRS, EXECUTORS AND REPRESENTATIVES) HEREBY RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP FRANCHISING, LLC, LGSM, LLC (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, HEIRS, SUCCESSORS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN ANY TRAMPOLINE RELATED ACTIVITIES, USE OF BREACH ANY EQUIPMENT, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER LOTS, FRAUDAND ANY COMPETITION, LENDER LIABILITY EVENT, OR MISCONDUCTPROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY, BREACH “ACTIVITIES”), (B) OCCURRING IN AND/OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF FIDUCIARY DUTYTHE ACTIVITIES ARE TAKING PLACE, USURYCONDUCTED, UNFAIR BARGAINING POSITIONOR PERFORMED BY PARTICIPANT OR ANYONE ELSE, UNCONSCIONABILITYOR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, VIOLATION (C) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF LAWPERSONAL PROPERTY OF PARTICIPANT (D) THE RIGHT TO XXX THE PROTECTED PARTIES FOR ANY LOSS SUFFERED BY PARTICIPANT, PARTICIPANT’S HEIRS, EXECUTORS, FAMILY, PARENTS, AND/OR GUARDIANS OR DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSFAULT, MISAPPROPRIATION OF FUNDSGROSS NEGLIGENCE, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE, FAULT, OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT. Initial I confirm that I fully understand that I am giving up my right (and the rights of any Child Participant named below) to xxx Xxxxx Air and the other Protected Parties or hold them responsible in any way for any loss or damage that happens because of my/our participation in the Activities at Urban Air, or because of my/our use of the Premises.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, OF THE BORROWER AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY PARENT COMPANY HEREBY RELEASES, ACQUITS, DISCHARGES AND ACQUITS FOREVER DISCHARGES LENDER JPMCB AND ITS OFFICERSRELATED PARTIES (IN EACH CASE, DIRECTORSPAST, AGENTS, EMPLOYEES, SUCCESSORS, PRESENT OR FUTURE) FROM ANY AND ASSIGNS (COLLECTIVELYALL CLAIMS EXISTING AS OF THE DATE HEREOF. AS USED HEREIN, THE “RELEASED PARTIES”), FROM TERM "CLAIM" MEANS ANY AND ALL LIABILITIES, CLAIMS, DEFENSES, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ACTION, JUDGMENTS, DEFICIENCIES, INTEREST, LIENS, COSTS OR EXPENSES (INCLUDING COURT COSTS, PENALTIES, ATTORNEYS' FEES AND DISBURSEMENTS, AND AMOUNTS PAID IN SETTLEMENT) OF ANY KIND AND CHARACTER WHATSOEVER, INCLUDING CLAIMS FOR USURY, BREACH OF CONTRACT, BREACH OF COMMITMENT, NEGLIGENT MISREPRESENTATION, FRAUD OR NATURE (IF THERE BE ANY)FAILURE TO ACT IN GOOD FAITH, IN EACH CASE WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR NOW KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, ASSERTED OR UNASSERTED OR PRIMARY OR CONTINGENT, AND WHETHER ARISING OUT OF WRITTEN DOCUMENTS, UNWRITTEN UNDERTAKINGS, COURSE OF CONDUCT, TORT, VIOLATIONS OF LAWS OR REGULATIONS OR OTHERWISE, IN EACH CASE TO THE EXTENT, BUT ONLY TO THE EXTENT, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY THE SAME MAY ARISE OUT OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS TRANSACTIONS OR OTHERWISETHE NEGOTIATION, INCLUDINGSTRUCTURING, WITHOUT LIMITATIONDOCUMENTATION, EXECUTION, DELIVERY, PERFORMANCE, ADMINISTRATION OR COLLECTION OF THIS AGREEMENT, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSOTHER LOAN DOCUMENT, OR CAUSES ANY TERM SHEET OR COMMITMENT LETTER IN CONNECTION WITH THE TRANSACTIONS OF ACTION ARISING OUT THIS AGREEMENT, OR ANY CURRENT OR PRIOR EXTENSION OF CREDIT BY OR RELATING ON BEHALF OF JPMCB TO A CLAIM OF BREACH OF CONTRACTBORROWER, FRAUDPARENT COMPANY, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYSUBSIDIARY.

Release of Claims. TO INDUCE THE LENDER TO ENTER INTO THIS AMENDMENT, EACH THE BORROWER, THE PARENT, EACH SUBSIDIARY GUARANTOR, AND BY GUARANTORS’ SIGNATURES EACH DST PARTY HERETO HEREBY (A) REPRESENTS AND WARRANTS THAT AS OF THE DATE OF THIS AMENDMENT THERE ARE NO CLAIMS OR OFFSETS AGAINST OR DEFENSES OR COUNTERCLAIMS TO ITS OBLIGATIONS UNDER THE LOAN DOCUMENTS, AND WAIVES ANY AND ALL SUCH CLAIMS, OFFSETS, DEFENSES, OR COUNTERCLAIMS, WHETHER KNOWN OR UNKNOWN, ARISING PRIOR TO THE CONSENT AND REAFFIRMATIONDATE OF THIS AMENDMENT, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, (B) RELEASES AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), PERSONS FROM ANY AND ALL LIABILITIES, RELEASED CLAIMS, DEMANDSAND (C) COVENANTS NOT TO ASSERT (AND NOT TO ASSIST OR ENABLE ANY OTHER PERSON TO ASSERT) ANY RELEASED CLAIM AGAINST ANY RELEASED PERSON. THE BORROWER, DAMAGESTHE PARENT, EXPENSESEACH SUBSIDIARY GUARANTOR, ACTIONS, OR CAUSES OF ACTION AND EACH DST PARTY HERETO ACKNOWLEDGES AND AGREES THAT SUCH RELEASE IS A GENERAL RELEASE OF ANY KIND AND ALL RELEASED CLAIMS THAT CONSTITUTES A FULL AND COMPLETE SATISFACTION FOR ALL OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE ANY ALLEGED INJURIES OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY DAMAGES ARISING OUT OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, RELEASED CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES ALL OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER WHICH ARE HEREIN COMPROMISED AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYSETTLED.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, THE BORROWER HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENT AND ITS OFFICERSTHE LENDER, DIRECTORSAND THE AGENT’S AND THE LENDER’S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSCONSULTANTS, ADVISORS, ATTORNEYS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AMENDMENT IS EXECUTED, WHICH THE BORROWER MAY NOW OR HEREAFTER HAVE AGAINST THE AGENT, THE LENDER AND THEIR RESPECTIVE PREDECESSORS, AGENTS, EMPLOYEES, CONSULTANTS, ADVISORS, ATTORNEYS, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF THE LOAN DOCUMENTS CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, RIGHTS AND REMEDIES UNDER THE LOAN AGREEMENT OR CAUSES THE OTHER LOAN DOCUMENTS AND THE NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS AMENDMENT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY BORROWER HEREBY RELEASES, ACQUITS, DISCHARGES AND ACQUITS FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, TRUSTEES, AGENTS, EMPLOYEESEMPLOYEES AND COUNSEL (IN EACH CASE, SUCCESSORSPAST, PRESENT OR FUTURE) FROM ANY AND ASSIGNS ALL CLAIMS EXISTING AS OF THE DATE HEREOF (COLLECTIVELYOR THE DATE OF ACTUAL EXECUTION HEREOF BY BORROWER, IF LATER). AS USED HEREIN, THE “RELEASED PARTIES”), FROM TERM "CLAIM" SHALL MEAN ANY AND ALL LIABILITIES, CLAIMS, DEFENSES, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ACTION, JUDGMENTS, DEFICIENCIES, INTEREST, LIENS, COSTS OR EXPENSES (INCLUDING COURT COSTS, PENALTIES, ATTORNEYS' FEES AND DISBURSEMENTS, AND AMOUNTS PAID IN SETTLEMENT) OF ANY KIND AND CHARACTER WHATSOEVER, INCLUDING CLAIMS FOR USURY, BREACH OF CONTRACT, BREACH OF COMMITMENT, NEGLIGENT MISREPRESENTATION OR NATURE (IF THERE BE ANY)FAILURE TO ACT IN GOOD FAITH, IN EACH CASE WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR NOW KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS SUSPECTED OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER UNSUSPECTED, ASSERTED OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS UNASSERTED OR OTHERWISEPRIMARY OR CONTINGENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION AND WHETHER ARISING OUT OF WRITTEN DOCUMENTS, UNWRITTEN UNDERTAKINGS, COURSE OF CONDUCT, TORT, VIOLATIONS OF LAWS OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY REGULATIONS OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTExcept for claims relating to Seller's failure to make particular Items available to Buyer for removal, EACH BORROWERBUYER HEREBY RELEASES SELLER, SELLER'S PARENT, SUBSIDIARIES, AFFILIATES AND CO- VENTURERS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, THEIR RESPECTIVE DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORS, AGENTS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)REPRESENTATIVES, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSLIABILITY AND WAIVES ANY CLAIMS IT MAY NOW HAVE, OR CAUSES WHICH IT MAY HAVE IN THE FUTURE, AGAINST THEM WHICH ARE IN ANY WAY CONNECTED WITH BUYER'S PURCHASE OR REMOVAL OF ACTION THE ITEMS. SUCH PURCHASE AND REMOVAL ACTIVITIES INCLUDE, BUT ARE NOT LIMITED TO, BUYER’S POSSESSION, HANDLING, LOADING, TRANSPORTING, STORING, PROCESSING, CLEANING, RECONDITIONING, MAINTENANCE, LABELING, USE, WELDING, CUTTING, GRINDING, SEPARATION OR DISPOSAL OF THE ITEMS. BUYER’S RELEASE SHALL APPLY TO ANY CLAIMS OR LIABILITIES OF WHATSOEVER KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESTHOSE RESULTING DIRECTLY OR INDIRECTLY FROM STRICT LIABILITY, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, SELLER’S NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSTHE FAILURE OF SELLER TO GIVE MORE SPECIFIC WARNINGS WITH RESPECT TO INDIVIDUAL ITEMS AND THE INADEQUACY OF ANY SELLER WARNING. No claim by Buyer with respect to Seller's failure to make particular Items available for removal shall be greater in amount than the purchase price set forth in Section 1 above for such Items. In no event shall either party be liable under this Agreement for any punitive, MISAPPROPRIATION OF FUNDSincidental, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYconsequential, special or indirect damages, howsoever arising.

Release of Claims. EACH OF NEG, THE BORROWER AND ITS SUBSIDIARIES HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE BORROWER TO REPAY THE GENHOLDINGS LENDERS AND THE HEDGE BANKS AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER CREDIT DOCUMENTS OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE ADMINISTRATIVE AGENT, ANY GENHOLDINGS LENDER TO ENTER INTO THIS AMENDMENTOR ANY HEDGE BANK. EACH OF NEG, EACH BORROWER, THE BORROWER AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ITS SUBSIDIARIES HEREBY VOLUNTARILY AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE ADMINISTRATIVE AGENT, THE GENHOLDINGS LENDERS, THE HEDGE BANKS AND ITS OFFICERSTHE ADMINISTRATIVE AGENT’S, DIRECTORSEACH GENHOLDINGS LENDER’S AND EACH HEDGE BANK’S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AGREEMENT IS EXECUTED BY THE BORROWER, WHICH EITHER NEG, THE BORROWER OR ITS SUBSIDIARIES MAY NOW OR HEREAFTER HAVE AGAINST THE ADMINISTRATIVE AGENT, ANY GENHOLDINGS LENDER OR ANY HEDGE BANK IN THEIR CAPACITIES AS SUCH, AND THE ADMINISTRATIVE AGENT’S, ANY GENHOLDINGS LENDER’S OR ANY HEDGE BANK’S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, IN THEIR CAPACITIES AS SUCH, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT OR OTHER CREDIT DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS AGREEMENT.

Release of Claims. THE COMPANY HEREBY ACKNOWLEDGES AND AGREES ----------------- THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO REPAY THE AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE AGENT OR ANY LENDER. THE COMPANY HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENT AND ITS OFFICERSTHE LENDERS, DIRECTORSAND THE AGENT'S AND EACH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE SUSPECTED OR CONTINGENTUNSUSPECTED, DISPUTED FIXED, CONTINGENT OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AMENDMENT IS EXECUTED, WHICH THE MAY NOW OR HEREAFTER HAVE AGAINST THE AGENT OR ANY SUCH LENDER, AND THE AGENT'S OR SUCH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, CLAIMSAND NEGOTIATION AND EXECUTION OF THIS AMENDMENT. Delivered as of the day and year first above written. U.S. AGGREGATES, DEMANDSINC. By: /s/ Xxxxxx Xxxxxx Title: President BANK OF AMERICA, DAMAGESN.A., EXPENSESas Agent By: Illegible Title: Vice President BANK OF AMERICA, ACTIONSN.A., OR CAUSES as a Lender and as Issuing Lender By: Illegible Title: Managing Director FLEET NATIONAL BANK (formerly known as BankBoston, N.A.), as a Lender By: Illegible Title: Senior Vice President NATIONAL CITY BANK, as a Lender By: Illegible Title: Vice President BANK OF ACTION ARISING OUT SCOTLAND, as a Lender By: /s/ Xxxxxx Xxxxxx Title: Vice President IBJ WHITEHALL BANK AND TRUST COMPANY, as a Lender By: Illegible Title: Director COMERICA BANK - CALIFORNIA, as a Lender By: Title: ZIONS FIRST NATIONAL BANK, as a Lender By: Illegible Title: Illegible UNION BANK OF OR RELATING TO CALIFORNIA, N.A., as a Lender By: Xxxxxxx X. Xxxxxxx Title: Senior Vice President PILGRIM PRIME RATE TRUST, as a Lender By: Pilgrim Investments, Inc., as its Investment Manager By: Illegible Title: Assistant Vice President SENIOR DEBT PORTFOLIO By: Boston Management and Research, as Investment Advisor By: Title: XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND By: Xxxxx Xxxxx Management, as Investment Advisor By: Title: XXXXX XXXXX SENIOR INCOME TRUST By: Xxxxx Xxxxx Management, as Investment Advisor By: Title: KZH-HIGHLAND - 2 LLC By: Illegible Title: Authorized Agent ARCHIMEDES FUNDING, LLC By: ING Capital Advisors, LLC, as Collateral Manager By: Illegible Title: Managing Director ARCHIMEDES FUNDING III, LLC By: ING Capital Advisors, LLC, as Collateral Manager By: Illegible Title: Managing Director SEQUILS-ING 1 (HBDGM), LTD. By: ING Capital Advisors, LLC, as Collateral Manager By: Illegible Title: Managing Director BANK ONE, N.A. By: /s/ Xxxxxx Xxxxxx Title: First Vice President BRANCH BANKING AND TRUST COMPANY By: Illegible Title: Vice President EXHIBIT A CLAIM FORM OF BREACH REAFFIRMATION OF CONTRACTLOAN DOCUMENTS ----------------- as of April 18, FRAUD2001 Bank of America, LENDER LIABILITY OR MISCONDUCTN.A., BREACH as Agent and the other parties to the Third Amended and Restated Credit Agreement referred to below 0000 Xxxxxx Xxxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 Attn: Agency Management Services #5596 RE: REAFFIRMATION OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.LOAN DOCUMENTS Ladies and Gentlemen: Please refer to:

Release of Claims. EACH OF THE BORROWERS HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-CLAIMS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF THE BORROWERS TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER. EACH BORROWER, OF THE BORROWERS HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENTS AND ITS OFFICERSTHE LENDERS, DIRECTORSAND EACH AGENT'S AND LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSCONSULTANTS, ADVISORS, ATTORNEYS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AGREEMENT IS EXECUTED, THAT SUCH BORROWER WHICH THE BORROWERS MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, CONSULTANTS, ADVISORS, ATTORNEYS, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, AND NEGOTIATION AND EXECUTION OF THIS AGREEMENT. Each of the Borrowers acknowledges and agrees that it understands the meaning and effect of Section 1542 of the California Civil Code which provides: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." EACH OF THE BORROWERS AGREES TO ASSUME THE RISK OF ANY AND ALL UNKNOWN, UNANTICIPATED OR MISUNDERSTOOD DEFENSES, CLAIMS, DEMANDSCONTRACTS, DAMAGESLIABILITIES, EXPENSESINDEBTEDNESS AND OBLIGATIONS WHICH ARE RELEASED, ACTIONS, WAIVED AND DISCHARGED BY THIS AGREEMENT. EACH OF THE BORROWERS HEREBY WAIVES AND RELINQUISHES ALL RIGHTS AND BENEFITS WHICH IT MIGHT OTHERWISE HAVE UNDER THE AFOREMENTIONED SECTION 1542 OF THE CALIFORNIA CIVIL CODE OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF ANY SIMILAR LAW, NEGLIGENCETO THE EXTENT SUCH LAW MAY BE APPLICABLE, ERROR WITH REGARD TO THE RELEASE OF SUCH UNKNOWN, UNANTICIPATED OR OMISSION IN ACCOUNTING MISUNDERSTOOD DEFENSES, CLAIMS, CONTRACTS, LIABILITIES, INDEBTEDNESS AND OBLIGATIONS. TO THE EXTENT THAT SUCH LAWS MAY BE APPLICABLE, EACH OF THE BORROWERS WAIVES AND RELEASES ANY RIGHT OR CALCULATIONS, MISAPPROPRIATION DEFENSE WHICH IT MIGHT OTHERWISE HAVE UNDER ANY OTHER LAW OF FUNDS, TORTIOUS CONDUCT ANY APPLICABLE JURISDICTION WHICH MIGHT LIMIT OR RECKLESS RESTRICT THE EFFECTIVENESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED SCOPE OF ANY OF THEIR WAIVERS OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYRELEASES HEREUNDER.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT AGREES NOT TO ENTER INTO THIS AMENDMENTSUE AND RELEASES XTREME PLAY, EACH BORROWERDANBURY ENTERTAINMENT ASSOCIATES, L.L.C., NINJA REPUBLIC, LLC, THE LEGAL OWNER OF THE PREMISES, XTREME PLAY’S OWNER (“LANDLORD”), OWNERS MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES (B) OCCURRING IN OR ABOUT THE PREMISES WHERE ANY OF BREACH THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF CONTRACTTHE ACTIVITIES, FRAUD(C) RESULTING FROM PERSONAL INJURY ARISING OUT OF , LENDER LIABILITY OR MISCONDUCTCAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENCE OF THE PROTECTED PARTIES, BREACH (D) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF FIDUCIARY DUTYPERSONAL PROPERTY OF PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE OF THE PROTECTED PARTIES, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.(E) RESULTING FROM THE

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTHOLDINGS AND THE BORROWER ACKNOWLEDGE THAT AS OF THE CLOSING DATE, ALL OBLIGATIONS ARE PAYABLE WITHOUT DEFENSE, OFFSET, COUNTERCLAIM OR RECOUPMENT. IN ADDITION, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER LOAN PARTY (FOR ITSELF AND ITS SUCCESSORS, AGENTS, ASSIGNS, TRANSFEREES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, ATTORNEYS AND AGENTS) HEREBY RELEASES ANY AND ALL CLAIMS, CAUSES OF ACTION OR OTHER DISPUTES IT MAY HAVE AGAINST THE ADMINISTRATIVE AGENT, ANY OF THE LENDERS, LEGAL COUNSEL TO THE ADMINISTRATIVE AGENT OR LENDERS, CONSULTANTS HIRED BY ANY OF THE FOREGOING, OR ANY OF THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, SHAREHOLDERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORSREPRESENTATIVES, AND SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)ARISING OUT OF, WHETHER ABSOLUTE OR CONTINGENTRELATED TO, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, ANY WAY CONNECTED WITH THE EXISTING AGREEMENT OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR DOCUMENTS EXECUTED IN CONNECTION THEREWITH, IN EACH CASE WHICH MAY HAVE ARISEN ON OR BEFORE THE CLOSING DATE. EACH LOAN PARTY HEREBY ACKNOWLEDGES THAT IT HAS READ THIS AGREEMENT AND HAS CONFERRED WITH ANY OF ITS COUNSEL AND ADVISORS REGARDING ITS CONTENT, INCLUDING THIS SECTION 10.16, AND IS FREELY AND VOLUNTARILY ENTERING INTO THE LOAN DOCUMENTS OR OTHERWISETO WHICH IT IS A PARTY, AND HEREBY AGREES TO WAIVE ANY CLAIM THAT THE TERMS OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS (INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE RELEASES CONTAINED HEREIN) ARE INVALID OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE UNENFORCEABLE.

Release of Claims. AS A MATERIAL INDUCEMENT TO INDUCE LENDER THE COMPANY TO ENTER INTO THIS AMENDMENTAGREEMENT, EACH BORROWERWRAX XXD HIS HEIRS AND ASSIGNS, HEREBY RELEASE THE COMPANY, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONITS DIRECTORS, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORSSHAREHOLDERS, PARTNERS, REPRESENTATIVES, AGENTS, EMPLOYEES, PREDECESSORS, SUCCESSORS, AFFILIATES, DIVISIONS, SUBSIDIARIES AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)RELATED ENTITIES, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION CLAIMS OF ANY KIND OR NATURE (IF THERE BE ANY)WHATSOEVER, WHETHER ABSOLUTE OR CONTINGENTFROM THE BEGINNING OF TIME TO THE DATE OF THE EXECUTION OF THIS AGREEMENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS SUSPECTED OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISEUNSUSPECTED, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION INCLUDING BUT NOT LIMITED TO ALL CLAIMS ARISING OUT OF OF, BASED UPON, OR RELATING TO A CLAIM WRAX'X XXPLOYMENT WITH THE COMPANY, OR THE COMPENSATION FOR THAT EMPLOYMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WRAX XXDERSTANDS THAT HE IS RELEASING ALL CLAIMS OF DISCRIMINATION OR HARASSMENT ON THE BASIS OF RACE, SEX, RELIGION OR NATIONAL ORIGIN UNDER TITLE VII OF THE CIVIL RIGHTS ACT OF 1964, AS AMENDED, OR ON THE BASIS OF AGE UNDER THE AGE DISCRIMINATION IN EMPLOYMENT ACT OF 1967, AS AMENDED, OR ON THE BASIS OF DISABILITY UNDER THE AMERICANS WITH DISABILITIES ACT; ALL CLAIMS OF DISCRIMINATION OR HARASSMENT UNDER ANY APPLICABLE FEDERAL, STATE OR LOCAL LAW, INCLUDING THE CALIFORNIA FAIR EMPLOYMENT AND HOUSING ACT; ALL CLAIMS UNDER STATE CONTRACT OR TORT LAW, SUCH AS WRONGFUL TERMINATION, BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTYTHE IMPLIED COVENANT OF GOOD FAITH AND FAIR DEALING, USURYDEFAMATION, UNFAIR BARGAINING POSITIONNEGLIGENT OR INTENTIONAL INFLICTION OF EMOTIONAL DISTRESS, UNCONSCIONABILITYOR FRAUD; ALL CLAIMS UNDER THE CALIFORNIA LABOR CODE, VIOLATION AND ALL CLAIMS UNDER THE FAIR LABOR STANDARDS ACT, THE EMPLOYEE RETIREMENT SECURITIES ACT, THE OLDER WORKERS BENEFIT PROTECTION ACT OF LAW1990, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION AND THE FAMILY AND MEDICAL LEAVE ACT OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY1993.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., 000 XXXXX XXXXXXX XXXXXXX, LLC (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN GENERAL JUMPING, DODGEBALL, VOLLEYBALL, TUMBLING, FOAM PIT JUMPING, AEROBICS, SKYDIVING, NINJA WARRIOR COURSE, BATTLE BEAM, LASER TAG, SOFT PLAY, ROPES COURSE, CLIMBING WALL, ROLLER COASTER, JUMPING, EXERCISING AND OTHER MISCELLANEOUS TRAMPOLINE AND ADVENTURE ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY, “ACTIVITIES”), (B) OCCURRING IN OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT AND DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AMENDMENTAGREEMENT, EACH BORROWERINCLUDING WITHOUT LIMITATION IN SECTIONS 3.1.3(d), 5.10, 7.1.4, 7.1.5, 9.6, 11, 12 and 13.11, AND BY GUARANTORS’ SIGNATURES WITHOUT LIMITING BUYER'S RIGHT TO TERMINATE THIS AGREEMENT AND BE ENTITLED TO THE CONSENT RETURN OF THE DEPOSIT IN ACCORDANCE WITH SECTION 2.2.2, BUYER, ITS SUCCESSORS AND REAFFIRMATIONASSIGNS, EACH GUARANTOR VOLUNTARILYHEREBY UNCONDITIONALLY AND ABSOLUTELY WAIVE, KNOWINGLY RELEASE AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERSAGREE NOT TO MAKE ANY CLAIM OR BRING ANY COST RECOVERY ACTION OR CLAIM FOR CONTRIBUTION OR OTHER ACTION OR CLAIM AGAINST SELLER OR SELLER'S AFFILIATES, DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORSLENDERS, SUCCESSORS AND ASSIGNS FOR ANY “CLAIMS” (COLLECTIVELYAS DEFINED IN SECTION 3.1.3) OR COMPENSATION WHATSOEVER, THE “RELEASED PARTIES”)DIRECT OR INDIRECT, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER FORESEEN OR UNFORESEEN, ACCRUED OR UNACCRUED, LIQUIDATED OR UNLIQUIDATED, FIXED OR CONTINGENT, WHICH BUYER EVER HAD, NOW HAS OR EVER HAD AGAINST MAY HAVE, OR WHICH MAY ARISE IN THE FUTURE ON ACCOUNT OF OR IN ANY WAY GROWING OUT OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH (A) ANY FEDERAL, STATE, OR LOCAL ENVIRONMENTAL OR HEALTH AND SAFETY LAW OR REGULATION, INCLUDING WITHOUT LIMITATION THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980, 42 U.S.C. SECTION 9601, AS AMENDED OR ANY STATE EQUIVALENT, OR ANY SIMILAR LAW NOW EXISTING OR HEREAFTER ENACTED OR (B) ANY ENVIRONMENTAL CONDITIONS WHATSOEVER ON ABOUT OR UNDER THE PROPERTY OR (C) SUBJECT TO THE PROVISIONS OF SECTION 7.1.5 BELOW, ANY OTHER MATTER RELATING TO OR CONNECTED WITH THE CONDITION OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSPROPERTY. THE PROVISIONS OF THIS SECTION 7 SHALL SURVIVE THE CLOSING. BUYER REPRESENTS TO SELLER THAT BUYER HAS CONDUCTED, OR CAUSES WILL CONDUCT PRIOR TO CLOSING, SUCH INVESTIGATIONS OF THE PROPERTY AS BUYER DEEMS NECESSARY OR DESIRABLE TO SATISFY ITSELF AS TO THE CONDITION OF THE PROPERTY AND THE EXISTENCE OR NONEXISTENCE OR CURATIVE ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED BE TAKEN WITH RESPECT TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD HAZARDOUS OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTOXIC SUBSTANCES ON OR DISCHARGED FROM THE PROPERTY, AND WILL RELY UPON SAME.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTExcept for claims relating to Seller's failure to make particular Items available to Buyer for removal, EACH BORROWERBUYER HEREBY RELEASES SELLER, SELLER'S PARENT COMPANIES, SUBSIDIARIES, AFFILIATES AND CO-VENTURERS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, THEIR RESPECTIVE DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORS, AGENTS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)REPRESENTATIVES, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSLIABILITY AND WAIVES ANY CLAIMS IT MAY NOW HAVE, OR CAUSES WHICH IT MAY HAVE IN THE FUTURE, AGAINST THEM WHICH ARE IN ANY WAY CONNECTED WITH BUYER'S PURCHASE OR REMOVAL OF ACTION THE ITEMS. SUCH PURCHASE AND REMOVAL ACTIVITIES INCLUDE BUYER’S POSSESSION, HANDLING, LOADING, TRANSPORTING, STORING, PROCESSING, CLEANING, RECONDITIONING, MAINTENANCE, LABELING, USE, WELDING, CUTTING, GRINDING, CRUSHING, SEPARATION, OR DISPOSAL OF THE ITEMS. BUYER’S RELEASE SHALL APPLY TO ANY CLAIMS OR LIABILITIES OF WHATSOEVER KIND OR NATURE, INCLUDING THOSE RESULTING OR ALLEGEDLY RESULTING DIRECTLY OR INDIRECTLY FROM STRICT LIABILITY, SELLER’S NEGLIGENCE, FAILURE OF SELLER TO GIVE MORE SPECIFIC WARNINGS WITH RESPECT TO INDIVIDUAL ITEMS, OR THE INADEQUACY OF ANY KIND OR NATURE (IF THERE BE ANY)SELLER WARNING. No claim by Buyer with respect to Seller's failure to make particular Items available for removal shall be greater in amount than the purchase price set forth in Article 1 above for each such Item. In no event shall either party be liable to the other under this Agreement for any punitive, WHETHER ABSOLUTE OR CONTINGENTincidental, DISPUTED OR UNDISPUTEDconsequential, AT LAW OR IN EQUITYspecial, OR KNOWN OR UNKNOWNor indirect damages, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYhowsoever arising.

Release of Claims. IN CONSIDERATION OF THE OPPORTUNITY AFFORDED MY CHILD TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTPARTICIPATE IN THE CAMP ACTIVITIES, EACH BORROWERI, FOR MY CHILD AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONMYSELF, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, HEREBY RELEASE AND FOREVER DISCHARGES LENDER DISCHARGE XX XXX CAMP AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), STAFF FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND DEMANDS OF ACTION OF ANY WHATEVER KIND OR NATURE (IF THERE BE ANY)NATURE, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT EITHER IN LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER MAY ARISE FROM OR IN CONNECTION WITH MY CHILD’S PARTICIPATION IN THE CAMP ACTIVITIES. I UNDERSTAND MY CHILD AND I ARE DISCHARGING XX XXX CAMP AND ITS STAFF FROM ANY CLAIM EITHER OF US MAY HAVE AGAINST XX XXX CAMP OR ITS STAFF WITH RESPECT TO ANY BODILY INJURY, PHYSICAL, EMOTIONAL AND/OR PSYCHOLOGICAL INJURY, ILLNESS, DEATH, PROPERTY LOSS OR PROPERTY DAMAGE THAT MAY RESULT FROM MY CHILD’S PARTICIPATION IN THE LOAN DOCUMENTS OR OTHERWISECAMP ACTIVITIES, INCLUDING, WITHOUT LIMITATION, INCLUDING ANY SUCH LIABILITIESCLAIMS BASED ON THE ALLEGED NEGLIGENT ACTS OF XX XXX CAMP OR ITS STAFF. Indemnification: I ALSO AGREE AND PROMISE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS XX XXX CAMP AND ITS STAFF FROM AND AGAINST ALL CLAIMS, DEMANDSACTIONS, DAMAGESSUITS, PROCEDURES, COSTS, EXPENSES, ACTIONSDAMAGES AND LIABILITIES, INCLUDING ATTORNEYS’ FEES, SUFFERED OR CAUSES INCURRED AS A RESULT OF ACTION ARISING MY CHILD’S PARTICIPATION IN THE CAMP ACTIVITIES INCLUDING BUT NOT LIMITED TO ANY SUCH CLAIMS BROUGHT BY OR ON BEHALF OF MY CHILD OR BY ANY OTHER PARENT OR GUARDIAN OF MY CHILD, WHETHER OR NOT SUCH CLAIMS ARISE OUT OF THE ALLEGED NEGLIGENCE OR RELATING TO A CLAIM OF BREACH OF CONTRACTOTHER CONDUCT BY XX XXX CAMP AND/OR ITS STAFF . Right to Refuse or Expel: Notwithstanding any of the foregoing, FRAUDI understand and agree that XX XXX Camp reserves and retains the right, LENDER LIABILITY OR MISCONDUCTat its sole discretion, BREACH OF FIDUCIARY DUTYto cancel, USURYreject, UNFAIR BARGAINING POSITIONand/or refuse the application, UNCONSCIONABILITYadmission, VIOLATION OF LAWand/or participation of my Child from XX XXX Camp and its Camp Activitiess, NEGLIGENCEand that XX XXX Camp can exercise this right at any time, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSincluding expelling my Child while attending in the Camp Activities. I further understand and agree that in the event XX XXX Camp exercises this right, MISAPPROPRIATION OF FUNDSit may, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.at its sole discretion, retain or refund any and all deposits, fees, tuition, or other moneys paid for my Child to attend XX XXX Camp

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX THE PURE ATHLETE CENTER, EACH BORROWERPURE ATHLETE VOLLEYBALL CLUB, INC, ELITE PERFORMANCE ACADEMY, LLC, UNTOUCHABLES, LLC, PURE ATHLETE CENTER’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSVOLUNTEERS, CONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN ANY ACTIVITIES, EXERCISING AND OTHER MISCELLANEOUS PURE ATHLETE CENTER ACTIVITIES, USE OF BREACH ANY EQUIPMENT, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE RESTROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY, “ACTIVITIES”), (B) OCCURRING IN OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT AND DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF THE PURE ATHLETE CENTER. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER GRANTOR (FOR ITSELF AND ITS SUCCESSORS, AGENTS, ASSIGNS, TRANSFEREES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, ATTORNEYS AND AGENTS) HEREBY RELEASES ANY AND ALL CLAIMS, CAUSES OF ACTION OR OTHER DISPUTES IT MAY HAVE AGAINST THE ADMINISTRATIVE AGENT, ANY OF THE LENDERS, LEGAL COUNSEL TO THE ADMINISTRATIVE AGENT OR LENDERS, CONSULTANTS HIRED BY ANY OF THE FOREGOING, OR ANY OF THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, SHAREHOLDERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORSREPRESENTATIVES, AND SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)ARISING OUT OF, WHETHER ABSOLUTE OR CONTINGENTRELATED TO, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYANY WAY CONNECTED WITH THE EXISTING AGREEMENT, THE ORIGINAL AGREEMENT, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR DOCUMENTS EXECUTED IN CONNECTION THEREWITH, IN EACH CASE WHICH MAY HAVE ARISEN ON OR BEFORE THE CLOSING DATE. EACH GRANTOR HEREBY ACKNOWLEDGES THAT IT HAS READ THIS AGREEMENT AND HAS CONFERRED WITH ANY OF ITS COUNSEL AND ADVISORS REGARDING ITS CONTENT, INCLUDING THIS SECTION 8.17, AND IS FREELY AND VOLUNTARILY ENTERING INTO THE LOAN DOCUMENTS OR OTHERWISETO WHICH IT IS A PARTY, AND HEREBY AGREES TO WAIVE ANY CLAIM THAT THE TERMS OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS (INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE RELEASES CONTAINED HEREIN) ARE INVALID OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE UNENFORCEABLE.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTSUE HAPPY ZONE, EACH BORROWERLLC , PRO AZ PROPERTIES (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR OTHER COSTS) RELATING TO, RESULTING FROM, OR ARISING OUT OF ANY KIND OR NATURE ALLEGED TO HAVE ARISEN OUT OF (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW IN WHOLE OR IN EQUITYPART) ANY INJURY OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S PARTICIPATION IN THE ACTIVITIES, (B) OCCURRING IN OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR KNOWN PERFORMED BY PARTICIPANT OR UNKNOWNANYONE ELSE, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF PERSONAL PROPERTY OF PARTICIPANT AND DUE TO THE NEGLIGENCE, OR WILLFUL MISCONDUCT OF THE RELEASED PARTIES ARISING UNDER (D) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF MAKUTU’S ISLAND. THE RELEASES CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, TO THE FULLEST EXTENT PERMITTED BY LAW, SHALL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN CONNECTION WITH PART BY THE NEGLIGENCE OR INTENTIONAL CONDUCT OF THE PROTECTED PARTIES OR PARTICIPANT AND/OR SUCH CLAIM OR DEMAND IS BASED, IN WHOLE OR IN PART, UPON THE LEGAL THEORY OF STRICT LIABILITY. 6. Indemnity. ADULT PARTICIPANT, ON BEHALF OF ADULT PARTICIPANT AND HIS/HER HEIRS, ASSIGNS, EXECUTORS AND REPRESENTATIVES AGREES TO INDEMNIFY, DEFEND, RELEASE, AND HOLD HARMLESS THE PROTECTED PARTIES FROM AND AGAINST ALL CLAIMS, CAUSES OF ACTION, SUITS, LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, LIENS, JUDGMENTS, SETTLEMENTS, PROCEEDINGS, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR OTHER COSTS) OF ANY NATURE WHATSOEVER FOR OR RELATING TO INJURY, DEATH AND/OR DISABILITY, BODILY INJURY OR PROPERTY DAMAGE IN ANY WAY RESULTING FROM, RELATING TO, OR CAUSED BY (WHETHER IN WHOLE OR IN PART) ANY OF THE LOAN DOCUMENTS FOLLOWING MATTERS (WHICH NECESSARILY INCLUDE ALL CLAIMS THAT DO OR OTHERWISEMAY BELONG TO THE CHILD PARTICIPANT(S)): (A) PARTICIPANT'S ACTS, INCLUDINGOMISSIONS OR PRESENCE ON OR ABOUT ANY PART OF THE PREMISES OR OTHER PREMISES WHERE ACTIVITIES ARE TAKING PLACE, WITHOUT LIMITATIONCONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, (B) PARTICIPANT'S ACTIVE OR PASSIVE PARTICIPATION IN, OR OBSERVANCE OF, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION THE ACTIVITIES; (C) ANY CLAIMS ARISING OUT OF THE NEGLIGENT, GROSSLY NEGLIGENT, OR RELATING WILLFUL ACTS OR OMISSIONS OF THE PROTECTED PARTIES, PARTICIPANT OR ANY GUEST OR INVITEE OF THE PROTECTED PARTIES, PARTICIPANT, OR ANY OTHER PERSON PARTICIPATING IN ACTIVITIES ON THE PREMISES (D) PARTICIPANT'S USE OF ANY FIXTURES, EQUIPMENT OR PERSONAL PROPERTY IN, ON OR ABOUT PREMISES OR OTHER PREMISES WHERE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR (E) PARTICIPANT’S CONSUMPTION OF ALCOHOL AT THE PREMISES. THE INDEMNITY CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, WILL APPLY EVEN IF ANY SUCH INJURY, LOSS, DISABILITY, DEATH, OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE PROTECTED PARTIES OR PARTICIPANT, BUT WILL NOT APPLY TO THE EXTENT ANY SUCH INJURY OR DAMAGE IS CAUSED BY THE WILLFUL MISCONDUCT OF THE PROTECTED PARTIES. 7. Dispute Resolution. A. Arbitration. Any dispute or claim arising out of or relating to this Agreement, breach thereof, the Premises, Activities, property damage (real or personal), personal injury (including death), or the scope, arbitrability, or validity of this arbitration agreement (“Dispute”) shall be brought by the parties in their individual capacity and not as a plaintiff or class member in any purported class or representative capacity, and settled by binding arbitration before a single arbitrator administered by the American Arbitration Association (AAA) per its Commercial Industry Arbitration Rules in effect at the time the demand for arbitration is filed. Judgment on the arbitration award may be entered in any federal or state court having jurisdiction thereof. No award shall exceed the amount of the claim by either party and the arbitrator shall have no authority to award punitive or exemplary damages. If the Dispute cannot be heard by the AAA for any reason, the Dispute shall be heard by an arbitrator mutually selected by the parties. If the parties cannot agree upon an arbitrator, then either party may petition an appropriate court to appoint an arbitrator. Arbitration and the enforcement of any award rendered in the arbitration proceedings shall be subject to and governed by 9 U.S.C. § 1 et seq. If either party files suit in violation of this paragraph (except to toll the statute of limitations), such party shall reimburse the other for their costs and expenses, including attorneys’ fees, incurred in seeking abatement of such suit and enforcement of this paragraph. X. Xxxxxx Of Jury Trial. TO THE EXTENT PERMITTED BY LAW, ADULT PARTICIPANT, ON BEHALF OF HIM/HERSELF AND THE CHILD PARTICIPANT, AND XXXXXX’S ISLAND KNOWINGLY AND VOLUNTARILY, WITH FULL AWARENESS OF THE LEGAL CONSEQUENCES, AFTER CONSULTING WITH COUNSEL (OR AFTER HAVING WAIVED THE OPPORTUNITY TO CONSULT WITH COUNSEL) AGREE TO WAIVE THEIR RIGHT TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY BENCH TRIAL OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.JURY TRIAL

Release of Claims. HOLDINGS AND EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES FOR ITSELF AND ALL OTHER EXCHANGE PARTIES THAT IT AND ALL OTHER EXCHANGE PARTIES DO NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE LENDER REDUCE OR ELIMINATE OR TO ENTER INTO THIS AMENDMENT, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY DEBT HOLDER. EACH BORROWER, EXCHANGE PARTY HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE DEBT HOLDERS, AND ITS OFFICERS, DIRECTORSEACH DEBT HOLDER’S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, EXISTING ON OR KNOWN BEFORE THE DATE THIS AGREEMENT IS EXECUTED (OR UNKNOWNTHE CLOSING DATE, THAT SUCH BORROWER IF LATER), WHICH ANY EXCHANGE PARTY MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY DEBT HOLDER, AND SUCH DEBT HOLDER’S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THIS AGREEMENT OR OTHER EXCHANGE NOTE DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS AGREEMENT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTHOLDINGS AND BORROWER ACKNOWLEDGE THAT ON THE DATE HEREOF ALL OBLIGATIONS ARE PAYABLE WITHOUT DEFENSE, OFFSET, COUNTERCLAIM OR RECOUPMENT. IN ADDITION, EACH BORROWEROF HOLDINGS, THE BORROWER AND BY GUARANTORS’ SIGNATURES TO THE CONSENT THEIR SUBSIDIARIES (FOR THEMSELVES AND REAFFIRMATIONTHEIR RESPECTIVE SUCCESSORS, EACH GUARANTOR VOLUNTARILYAGENTS, KNOWINGLY AND UNCONDITIONALLY RELEASESASSIGNS, ACQUITSTRANSFEREES, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, ATTORNEYS AND AGENTS) HEREBY RELEASES ANY AND ALL CLAIMS, CAUSES OF ACTION OR OTHER DISPUTES IT MAY HAVE AGAINST ADMINISTRATIVE AGENT, ANY OF LENDERS, LEGAL COUNSEL TO ADMINISTRATIVE AGENT OR LENDERS, CONSULTANTS HIRED BY ANY OF THE FOREGOING, OR ANY OF THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, SHAREHOLDERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORSREPRESENTATIVES, AND SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)ARISING OUT OF, WHETHER ABSOLUTE OR CONTINGENTRELATED TO, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYANY WAY CONNECTED WITH, THE CREDIT AGREEMENT OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS DOCUMENTS, IN EACH CASE WHICH MAY HAVE ARISEN ON OR OTHERWISEBEFORE THE DATE OF THIS AMENDMENT. HOLDINGS, BORROWER AND THEIR SUBSIDIARIES HEREBY ACKNOWLEDGE THAT THEY HAVE READ THIS AMENDMENT AND HAVE CONFERRED WITH THEIR COUNSEL AND ADVISORS REGARDING ITS CONTENT, INCLUDING THIS SECTION 5.6, AND ARE FREELY AND VOLUNTARILY ENTERING INTO THIS AMENDMENT, AND HEREBY AGREE TO WAIVE ANY CLAIM THAT THE TERMS OF THIS AMENDMENT (INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE RELEASES CONTAINED HEREIN) ARE INVALID OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE UNENFORCEABLE.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERURBAN AIR TALLAHASSEE, LLC, UA Attractions, LLC, UATP MANAGEMENT, LLC, UATP IP, LLC., THE LEGAL OWNER OF THE PREMISES, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES, INCLUDING, BUT NOT LIMITED TO, GENERAL JUMPING, DODGEBALL, VOLLEYBALL, TUMBLING, FOAM PIT JUMPING, AEROBICS, SKYDIVING, NINJA WARRIOR COURSE, BATTLE BEAM, LASER TAG, SOFT PLAY, ROPES COURSE, CLIMBING WALL, ROLLER COASTER, JUMPING, EXERCISING AND OTHER MISCELLANEOUS TRAMPOLINE AND ADVENTURE ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES, (B) OCCURRING IN OR ABOUT THE PREMISES WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. TO INDUCE INDUC E LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ ' SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILYVOLUNTAR ILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED •'RELEASED PARTIES”"), FROM ANY AND ALL LIABILITIESLIABILITIES , CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER AND ITS OFFICERS, DIRECTORSOR ANY OF THEIR PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSSUCCESSORS AND ASSIGNS. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND ASSIGNS (COLLECTIVELYEACH AGENT'S AND EACH LENDER'S PREDECESSORS, THE “RELEASED PARTIES”)AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE MATURED OR CONTINGENTUNMATURED, DISPUTED SUSPECTED OR UNDISPUTEDUNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS WAIVER AND CONSENT IS EXECUTED, THAT SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THIS WAIVER AND CONSENT. THE RELEASES AND DISCHARGES IN THIS SECTION 8 SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THIS WAIVER AND CONSENT ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR NOT OCCUR AFTER THE DATE HEREOF. [Remainder of page intentionally left blank; signatures on following pages.] Delivered as of the day and year first above written. TOKHEIM CORPORATION By ---------------------------------------- Title ------------------------------------- By ---------------------------------------- Title ------------------------------------- GASBOY INTERNATIONAL, INC. By ---------------------------------------- Title ------------------------------------- TOKHEIM INVESTMENT CORP. By ---------------------------------------- Title ------------------------------------- MANAGEMENT SOLUTIONS, INC. By ---------------------------------------- Title ------------------------------------- SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By ---------------------------------------- Title ------------------------------------- TOKHEIM SERVICES LLC By ---------------------------------------- Title ------------------------------------- TOKHEIM RPS, LLC By ---------------------------------------- Title ------------------------------------- SIGNATURE PAGE TO TOKHEIM WAIVER AND CONSENT ABN AMRO BANK N.V., as Administrative Agent, as Issuing Lender and as a Lender By ----------------------------------------------- Title -------------------------------------------- By ----------------------------------------------- Title -------------------------------------------- AMSOUTH BANK, as Documentation Agent and as a Lender By ----------------------------------------------- Title -------------------------------------------- BANK ONE, INDIANA, NATIONAL ASSOCIATION, as a Lender By ----------------------------------------------- Title -------------------------------------------- CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By ----------------------------------------------- Title -------------------------------------------- CREDIT AGRICOLE INDOSUEZ, as a Lender By ----------------------------------------------- Title -------------------------------------------- By ----------------------------------------------- Title -------------------------------------------- BEAR, XXXXXXX & CO., INC., as a Lender By ----------------------------------------------- Title -------------------------------------------- BANKERS TRUST COMPANY, as a Lender By ----------------------------------------------- Title -------------------------------------------- SIGNATURE PAGE TO TOKHEIM WAIVER AND CONSENT SENIOR DEBT PORTFOLIO, as a Lender By: Boston Management and Research, as Investment Advisor By ------------------------------------------------ Title --------------------------------------------- XXXXX XXXXX SENIOR INCOME TRUST, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------------ Title --------------------------------------------- OXFORD STRATEGIC INCOME FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------------ Title --------------------------------------------- XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------------ Title --------------------------------------------- CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By ------------------------------------------------ Title --------------------------------------------- By ------------------------------------------------ Title --------------------------------------------- FINOVA CAPITAL CORPORATION, as a Lender By ------------------------------------------------ Title --------------------------------------------- SIGNATURE PAGE TO TOKHEIM WAIVER AND CONSENT BANK PEKAO SA (FORMERLY KNOWN AS BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH), as a Lender By ------------------------------------------------ Title --------------------------------------------- OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By ------------------------------------------------ Title --------------------------------------------- OAKTREE CAPITAL MANAGEMENT, LLC, as agent and on behalf of certain funds and accounts, as a Lender By ------------------------------------------------ Title --------------------------------------------- ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By ------------------------------------------------ Title --------------------------------------------- WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By ------------------------------------------------ Title --------------------------------------------- BARCLAYS BANK PLC, as a Lender By ------------------------------------------------ Title --------------------------------------------- XXXXXXX XXXXX CREDIT PARTNERS L.P., as a Lender By ------------------------------------------------ Title --------------------------------------------- SIGNATURE PAGE TO TOKHEIM WAIVER AND CONSENT EXHIBIT 1 FORM OF REAFFIRMATION OF LOAN DOCUMENTS April 15, 2002 ABN AMRO Bank N.V., as Administrative Agent and the other parties to the Credit Agreement referred to below Re: Reaffirmation of Loan Documents Ladies and Gentlemen: Each of the undersigned acknowledges that the Borrowers, the Lenders and the Agents have executed the Waiver and Consent dated as of the date hereof (the "Waiver and Consent") given under the Post-Confirmation Credit Agreement dated as of October 20, 2000 (as amended and as the same may be further amended, supplemented or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement. Each of the undersigned hereby reaffirms as of the date hereof each and every security interest and lien granted in favor of the Administrative Agent and the Lenders under the Loan Documents and agrees and acknowledges that such security interests and liens shall continue from and after the date hereof and shall remain in full force and effect from and after the date hereof, in each case after giving effect to the Credit Agreement as supplemented by the Waiver and Consent, and the obligations secured thereby and thereunder shall include Borrowers' obligations under the Credit Agreement as amended by the Waiver and Consent. Each such reaffirmed security interest and lien remains and shall continue to remain in full force and effect and is hereby in all respects ratified and confirmed. Each of the undersigned hereby (i) confirms that each Loan Document to which such undersigned is a party remains in full force and effect after giving effect to the effectiveness of the Waiver and Consent, (ii) acknowledges and agrees that its obligations under the Loan Documents are absolute and unconditional, and that it does not have any right of setoff, recoupment, claim, counterclaim or defense of any kind or nature whatsoever that can be asserted to reduce or eliminate such obligations or to seek affirmative relief or damages of any kind or nature from any Agent or any Lender, or any of their predecessors, agents, employees, successors and assigns, (iii) reaffirms and admits the validity and enforceability of the Loan Documents and the Liens in the Collateral granted pursuant to the Loan Documents or otherwise and (iv) VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND EACH AGENT'S AND LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, MATURED OR UNMATURED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR IN PART ON OR BEFORE THE DATE THE WAIVER AND CONSENT IS EXECUTED, THAT IT MAY NOW OR HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, OR CAUSES SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, EXHIBIT 1 AND IRRESPECTIVE OF ACTION ARISING WHETHER ANY SUCH CLAIMS ARISE OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITYTORT, VIOLATION OF LAWLAW OR REGULATION, NEGLIGENCEOR OTHERWISE, ERROR INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY RIGHT OR OMISSION REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THE WAIVER AND CONSENT. THE RELEASES AND DISCHARGES IN ACCOUNTING THIS LETTER AGREEMENT SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THE WAIVER AND CONSENT ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR CALCULATIONSNOT OCCUR AFTER THE DATE HEREOF. This letter agreement may be signed in counterparts and by the various parties hereto on separate counterparts. Each such counterpart shall be deemed to be an original, MISAPPROPRIATION OF FUNDSbut all such counterparts shall together constitute one and the same letter agreement. Delivery of an executed counterpart of a signature page of this letter agreement by facsimile shall be as effective as delivery of a manually executed counterpart of this letter agreement. This letter agreement shall be governed by the laws of the State of New York applicable to contracts made and to be performed entirely within such State. TOKHEIM CORPORATION By -------------------------------------------- Title ----------------------------------------- By -------------------------------------------- Title ----------------------------------------- GASBOY INTERNATIONAL, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTINC. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.By -------------------------------------------- Title ----------------------------------------- TOKHEIM INVESTMENT CORP. By -------------------------------------------- Title ----------------------------------------- MANAGEMENT SOLUTIONS, INC. By -------------------------------------------- Title ----------------------------------------- SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By -------------------------------------------- Title ----------------------------------------- EXHIBIT 1--Page 2 TOKHEIM SERVICES LLC By --------------------------------------------- Title ------------------------------------------ TOKHEIM RPS, LLC By --------------------------------------------- Title ------------------------------------------

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER (FOR ITSELF AND ITS SUCCESSORS, AGENTS, ASSIGNS, TRANSFEREES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, ATTORNEYS AND AGENTS) HEREBY RELEASES ANY AND ALL CLAIMS, CAUSES OF ACTION OR OTHER DISPUTES IT MAY HAVE AGAINST THE ADMINISTRATIVE AGENT, ANY OF THE LENDERS, LEGAL COUNSEL TO THE ADMINISTRATIVE AGENT OR LENDERS, CONSULTANTS HIRED BY ANY OF THE FOREGOING, OR ANY OF THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, SHAREHOLDERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORSREPRESENTATIVES, AND SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)ARISING OUT OF, WHETHER ABSOLUTE OR CONTINGENTRELATED TO, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, ANY WAY CONNECTED WITH THE EXISTING AGREEMENT OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR DOCUMENTS EXECUTED IN CONNECTION THEREWITH, IN EACH CASE WHICH MAY HAVE ARISEN ON OR BEFORE THE CLOSING DATE. EACH GUARANTOR HEREBY ACKNOWLEDGES THAT IT HAS READ THIS GUARANTEE AND HAS CONFERRED WITH ANY OF ITS COUNSEL AND ADVISORS REGARDING ITS CONTENT, INCLUDING THIS SECTION 21, AND IS FREELY AND VOLUNTARILY ENTERING INTO THE LOAN DOCUMENTS OR OTHERWISETO WHICH IT IS A PARTY, AND HEREBY AGREES TO WAIVE ANY CLAIM THAT THE TERMS OF THIS GUARANTEE AND THE OTHER LOAN DOCUMENTS (INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE RELEASES CONTAINED HEREIN) ARE INVALID OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE UNENFORCEABLE.

Release of Claims. EACH OF NEG, THE COMPANY AND THE OWNER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE LENDER REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY AND THE OWNER TO ENTER INTO THIS AMENDMENTREPAY THE LENDERS OR THE PRIORITY LENDERS AS PROVIDED IN THE OPERATIVE DOCUMENTS OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE ADMINISTRATIVE AGENT, THE PRIORITY AGENT OR ANY OTHER CREDITOR. EACH BORROWEROF NEG, THE COMPANY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT OWNER HEREBY VOLUNTARILY AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE ADMINISTRATIVE AGENT, THE PRIORITY AGENT AND ITS OFFICERSTHE OTHER CREDITORS, DIRECTORSAND THE ADMINISTRATIVE AGENT'S, THE PRIORITY AGENT'S AND EACH OTHER CREDITOR'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AGREEMENT IS EXECUTED, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST WHICH ANY OF NEG, THE RELEASED PARTIES ARISING UNDER COMPANY OR THE OWNER MAY NOW OR HEREAFTER HAVE AGAINST THE ADMINISTRATIVE AGENT, THE PRIORITY AGENT OR ANY OTHER CREDITOR, AND THE ADMINISTRATIVE AGENT'S, THE PRIORITY AGENT'S OR ANY OTHER CREDITOR'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, IN CONNECTION WITH THEIR CAPACITIES AS SUCH, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF THE LOAN DOCUMENTS CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE OPERATIVE DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHIS AGREEMENT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.16.13

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER AND ITS OFFICERS, DIRECTORSOR ANY OF THEIR PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSSUCCESSORS AND ASSIGNS. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND ASSIGNS (COLLECTIVELYEACH AGENT'S AND EACH LENDER'S PREDECESSORS, THE “RELEASED PARTIES”)AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE MATURED OR CONTINGENTUNMATURED, DISPUTED SUSPECTED OR UNDISPUTEDUNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT, WAIVER AND CONSENT IS EXECUTED, THAT SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THIS AMENDMENT, WAIVER AND CONSENT. THE RELEASES AND DISCHARGES IN THIS SECTION 9 SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THIS AMENDMENT, WAIVER AND CONSENT ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR NOT OCCUR AFTER THE DATE HEREOF. [Remainder of page intentionally left blank; signatures on following pages.] Delivered as of the day and year first above written. TOKHEIM CORPORATION By -------------------------------------- Title President and CEO By -------------------------------------- Title General Counsel and Secretary GASBOY INTERNATIONAL, INC. By -------------------------------------- Title President TOKHEIM INVESTMENT CORP. By -------------------------------------- Title President MANAGEMENT SOLUTIONS, INC. By -------------------------------------- Title General Manager SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By -------------------------------------- Title President TOKHEIM SERVICES LLC By -------------------------------------- Title Manager TOKHEIM RPS, LLC By -------------------------------------- Title Manager SIGNATURE PAGE TO TOKHEIM FIFTH AMENDMENT AND CONSENT ABN AMRO BANK N.V., as Administrative Agent, as Issuing Lender and as a Lender By -------------------------------------- Title ----------------------------------- By -------------------------------------- Title ----------------------------------- AMSOUTH BANK, as Documentation Agent and as a Lender By -------------------------------------- Title ----------------------------------- BANK ONE, INDIANA, NATIONAL ASSOCIATION, as a Lender By -------------------------------------- Title ----------------------------------- CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By -------------------------------------- Title ----------------------------------- CREDIT AGRICOLE INDOSUEZ, as a Lender By -------------------------------------- Title ----------------------------------- By -------------------------------------- Title ----------------------------------- BEAR, XXXXXXX & CO., INC., as a Lender By -------------------------------------- Title ----------------------------------- BANKERS TRUST COMPANY, as a Lender By -------------------------------------- Title ----------------------------------- SIGNATURE PAGE TO TOKHEIM FIFTH AMENDMENT AND CONSENT SENIOR DEBT PORTFOLIO, as a Lender By: Boston Management and Research, as Investment Advisor By -------------------------------------- Title ----------------------------------- XXXXX XXXXX SENIOR INCOME TRUST, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By -------------------------------------- Title ----------------------------------- OXFORD STRATEGIC INCOME FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By -------------------------------------- Title ----------------------------------- XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By -------------------------------------- Title ----------------------------------- CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By -------------------------------------- Title ----------------------------------- By -------------------------------------- Title ----------------------------------- FINOVA CAPITAL CORPORATION, as a Lender By -------------------------------------- Title ----------------------------------- SIGNATURE PAGE TO TOKHEIM FIFTH AMENDMENT AND CONSENT BANK PEKAO SA (FORMERLY KNOWN AS BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH), as a Lender By -------------------------------------- Title ----------------------------------- OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By -------------------------------------- Title ----------------------------------- OAKTREE CAPITAL MANAGEMENT, LLC, as agent and on behalf of certain funds and accounts, as a Lender By -------------------------------------- Title ----------------------------------- ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By -------------------------------------- Title ----------------------------------- WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By -------------------------------------- Title ----------------------------------- BARCLAYS BANK PLC, as a Lender By -------------------------------------- Title ----------------------------------- XXXXXXX XXXXX CREDIT PARTNERS L.P., as a Lender By -------------------------------------- Title ----------------------------------- SIGNATURE PAGE TO TOKHEIM FIFTH AMENDMENT AND CONSENT EXHIBIT 1 FORM OF REAFFIRMATION OF LOAN DOCUMENTS February 28, 2002 ABN AMRO Bank N.V., as Administrative Agent and the other parties to the Credit Agreement referred to below Re: Reaffirmation of Loan Documents Ladies and Gentlemen: Each of the undersigned acknowledges that the Borrowers, the Lenders and the Agents have executed the Fifth Amendment, Waiver and Consent dated as of the date hereof (the "Amendment, Waiver and Consent") given under the Post-Confirmation Credit Agreement dated as of October 20, 2000 (as amended and as the same may be further amended, supplemented or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement. Each of the undersigned hereby reaffirms as of the date hereof each and every security interest and lien granted in favor of the Administrative Agent and the Lenders under the Loan Documents and agrees and acknowledges that such security interests and liens shall continue from and after the date hereof and shall remain in full force and effect from and after the date hereof, in each case after giving effect to the Credit Agreement as amended by the Amendment, Waiver and Consent, and the obligations secured thereby and thereunder shall include Borrowers' obligations under the Credit Agreement as amended by the Amendment, Waiver and Consent. Each such reaffirmed security interest and lien remains and shall continue to remain in full force and effect and is hereby in all respects ratified and confirmed. Each of the undersigned hereby (i) confirms that each Loan Document to which such undersigned is a party remains in full force and effect after giving effect to the effectiveness of the Amendment, Waiver and Consent, (ii) acknowledges and agrees that its obligations under the Loan Documents are absolute and unconditional, and that it does not have any right of setoff, recoupment, claim, counterclaim or defense of any kind or nature whatsoever that can be asserted to reduce or eliminate such obligations or to seek affirmative relief or damages of any kind or nature from any Agent or any Lender, or any of their predecessors, agents, employees, successors and assigns, (iii) reaffirms and admits the validity and enforceability of the Loan Documents and the Liens in the Collateral granted pursuant to the Loan Documents or otherwise and (iv) VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND EACH AGENT'S AND LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, MATURED OR UNMATURED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR IN PART ON OR BEFORE THE DATE THE AMENDMENT, WAIVER AND CONSENT IS EXECUTED, THAT IT MAY NOW OR HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, OR CAUSES SUCH EXHIBIT 1 AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF ACTION ARISING WHETHER ANY SUCH CLAIMS ARISE OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITYTORT, VIOLATION OF LAWLAW OR REGULATION, NEGLIGENCEOR OTHERWISE, ERROR INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY RIGHT OR OMISSION REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THE AMENDMENT, WAIVER AND CONSENT. THE RELEASES AND DISCHARGES IN ACCOUNTING THIS LETTER AGREEMENT SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THE AMENDMENT, WAIVER AND CONSENT ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR CALCULATIONSNOT OCCUR AFTER THE DATE HEREOF. This letter agreement may be signed in counterparts and by the various parties hereto on separate counterparts. Each such counterpart shall be deemed to be an original, MISAPPROPRIATION OF FUNDSbut all such counterparts shall together constitute one and the same letter agreement. Delivery of an executed counterpart of a signature page of this letter agreement by facsimile shall be as effective as delivery of a manually executed counterpart of this letter agreement. This letter agreement shall be governed by the laws of the State of New York applicable to contracts made and to be performed entirely within such State. TOKHEIM CORPORATION By -------------------------------------- Title President and CEO By -------------------------------------- Title General Counsel and Secretary GASBOY INTERNATIONAL, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTINC. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.By -------------------------------------- Title President TOKHEIM INVESTMENT CORP. By -------------------------------------- Title President MANAGEMENT SOLUTIONS, INC. By -------------------------------------- Title General Manager SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By -------------------------------------- Title President TOKHEIM SERVICES LLC By -------------------------------------- Title Manager TOKHEIM RPS, LLC By -------------------------------------- Title Manager

Release of Claims. TO INDUCE LENDER TO ENTER INTO EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AMENDMENTAGREEMENT, EACH BORROWERINCLUDING WITHOUT LIMITATION IN SECTIONS 3.1.3(d), 5.10, 7.1.4, 7.1.5, 9.6, 11, 12 and 13.11, AND BY GUARANTORS’ SIGNATURES WITHOUT LIMITING BUYER’S RIGHT TO TERMINATE THIS AGREEMENT AND BE ENTITLED TO THE CONSENT RETURN OF THE DEPOSIT IN ACCORDANCE WITH SECTION 2.2.2, BUYER, ITS SUCCESSORS AND REAFFIRMATIONASSIGNS, EACH GUARANTOR VOLUNTARILYHEREBY UNCONDITIONALLY AND ABSOLUTELY WAIVE, KNOWINGLY RELEASE AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERSAGREE NOT TO MAKE ANY CLAIM OR BRING ANY COST RECOVERY ACTION OR CLAIM FOR CONTRIBUTION OR OTHER ACTION OR CLAIM AGAINST SELLER OR SELLER’S AFFILIATES, DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORSLENDERS, SUCCESSORS AND ASSIGNS FOR ANY “CLAIMS” (COLLECTIVELYAS DEFINED IN SECTION 3.1.3) OR COMPENSATION WHATSOEVER, THE “RELEASED PARTIES”)DIRECT OR INDIRECT, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER FORESEEN OR UNFORESEEN, ACCRUED OR UNACCRUED, LIQUIDATED OR UNLIQUIDATED, FIXED OR CONTINGENT, WHICH BUYER EVER HAD, NOW HAS OR EVER HAD AGAINST MAY HAVE, OR WHICH MAY ARISE IN THE FUTURE ON ACCOUNT OF OR IN ANY WAY GROWING OUT OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH (A) ANY FEDERAL, STATE, OR LOCAL ENVIRONMENTAL OR HEALTH AND SAFETY LAW OR REGULATION, INCLUDING WITHOUT LIMITATION THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980, 42 U.S.C. SECTION 9601, AS AMENDED OR ANY STATE EQUIVALENT, OR ANY SIMILAR LAW NOW EXISTING OR HEREAFTER ENACTED OR (B) ANY ENVIRONMENTAL CONDITIONS WHATSOEVER ON ABOUT OR UNDER THE PROPERTY OR (C) SUBJECT TO THE PROVISIONS OF SECTION 7.1.5 BELOW, ANY OTHER MATTER RELATING TO OR CONNECTED WITH THE CONDITION OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSPROPERTY. THE PROVISIONS OF THIS SECTION 7 SHALL SURVIVE THE CLOSING. BUYER REPRESENTS TO SELLER THAT BUYER HAS CONDUCTED, OR CAUSES WILL CONDUCT PRIOR TO CLOSING, SUCH INVESTIGATIONS OF THE PROPERTY AS BUYER DEEMS NECESSARY OR DESIRABLE TO SATISFY ITSELF AS TO THE CONDITION OF THE PROPERTY AND THE EXISTENCE OR NONEXISTENCE OR CURATIVE ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED BE TAKEN WITH RESPECT TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD HAZARDOUS OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTOXIC SUBSTANCES ON OR DISCHARGED FROM THE PROPERTY, AND WILL RELY UPON SAME.

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER AND ITS OFFICERS, DIRECTORSOR ANY OF THEIR PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSSUCCESSORS AND ASSIGNS. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND ASSIGNS (COLLECTIVELYEACH AGENT'S AND EACH LENDER'S PREDECESSORS, THE “RELEASED PARTIES”)AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE MATURED OR CONTINGENTUNMATURED, DISPUTED SUSPECTED OR UNDISPUTEDUNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT AND WAIVER IS EXECUTED, THAT SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THIS AMENDMENT AND WAIVER. THE RELEASES AND DISCHARGES IN THIS SECTION 9 SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THIS AMENDMENT AND WAIVER ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR NOT OCCUR AFTER THE DATE HEREOF. [Remainder of page intentionally left blank; signatures on following pages.] Delivered as of the day and year first above written. TOKHEIM CORPORATION By ------------------------------------------ Title --------------------------------------- By ------------------------------------------ Title --------------------------------------- GASBOY INTERNATIONAL, CLAIMSINC. By ------------------------------------------ Title --------------------------------------- TOKHEIM INVESTMENT CORP. By ------------------------------------------ Title --------------------------------------- MANAGEMENT SOLUTIONS, DEMANDSINC. By ------------------------------------------ Title --------------------------------------- SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By ------------------------------------------ Title --------------------------------------- TOKHEIM SERVICES LLC By ------------------------------------------ Title --------------------------------------- TOKHEIM RPS, DAMAGESLLC By ------------------------------------------ Title --------------------------------------- ABN AMRO BANK N.V., EXPENSESas Administrative Agent, ACTIONSas Issuing Lender and as a Lender By ------------------------------------------ Title --------------------------------------- By ------------------------------------------ Title --------------------------------------- AMSOUTH BANK, OR CAUSES as Documentation Agent and as a Lender By ------------------------------------------ Title --------------------------------------- BANK ONE, INDIANA, NATIONAL ASSOCIATION, as a Lender By ------------------------------------------ Title --------------------------------------- CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By ------------------------------------------ Title --------------------------------------- CREDIT AGRICOLE INDOSUEZ, as a Lender By ------------------------------------------ Title --------------------------------------- By ------------------------------------------ Title --------------------------------------- BEAR, STEARNS & CO., INC., as a Xxxxxx By ------------------------------------------ Title --------------------------------------- BANKERS TRUST COMPANY, as a Lender By ------------------------------------------ Title --------------------------------------- SENIOR DEBT PORTFOLIO, as a Lender By: Boston Management and Research, as Investment Advisor By ------------------------------------------ Title --------------------------------------- EATON VANCE SENIOR INCOME XXXXX, xx a Lender By: Eaton Vance Management, ax Xxxxxxxxxt Advisor By ------------------------------------------ Title --------------------------------------- OXFORD STRATEGIC INCOME FUND, as a Lender By: Eaton Vance Management, ax Xxxxxxxxxt Advisor By ------------------------------------------ Title --------------------------------------- EATON VANCE INSTITUTIONAL XXXXXX XXXN FUND, as a Lender By: Eaton Vance Management, ax Xxxxxxxxx t Advisor By ------------------------------------------ Title --------------------------------------- CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By ------------------------------------------ Title --------------------------------------- By ------------------------------------------ Title --------------------------------------- BANK PEKAO SA (FORMERLY KNOWN AS BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH), as a Lender By ------------------------------------------ Title --------------------------------------- OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By ------------------------------------------ Title --------------------------------------- OAKTREE CAPITAL MANAGEMENT, LLC, as agent and on behalf of certain funds and accounts, as a Lender By ------------------------------------------ Title --------------------------------------- By ------------------------------------------ Title --------------------------------------- ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By ------------------------------------------ Title --------------------------------------- WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By ------------------------------------------ Title --------------------------------------- BARCLAYS BANK PLC, as a Lender By ------------------------------------------ Title --------------------------------------- GOLDMAN SACHS CREDIT PARTXXXX X.P., xx a Lender By ------------------------------------------ Title --------------------------------------- EXHIBIT 1 FORM OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, TRANCHE B TERM LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.CONSENT

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF BANK'S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, "RELEASORS") HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER BANK AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “"RELEASED PARTIES”)") FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE LOAN DOCUMENTS OR OTHERWISEEXIM LOAN DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE LOAN DOCUMENTS AND EXIM LOAN DOCUMENTS, AND/OR NEGOTIATION FOR AND EXECUTION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT THE HIGHEST LAWFUL RATE APPLICABLE. EACH OF OR RELATING TO A CLAIM THE RELEASORS WAIVES THE BENEFITS OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF ANY LAW, NEGLIGENCEWHICH MAY PROVIDE IN SUBSTANCE: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, ERROR WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR." EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTSUSPECTED MAY LATER BE DISCOVERED. EACH BORROWER OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYNEW INFORMATION.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER (FOR ITSELF AND ITS SUCCESSORS, AGENTS, ASSIGNS, TRANSFEREES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, ATTORNEYS AND AGENTS) HEREBY RELEASES ANY AND ALL CLAIMS, CAUSES OF ACTION OR OTHER DISPUTES IT MAY HAVE AGAINST THE ADMINISTRATIVE AGENT, ANY OF THE LENDERS, LEGAL COUNSEL TO THE ADMINISTRATIVE AGENT OR LENDERS, CONSULTANTS HIRED BY ANY OF THE FOREGOING, OR ANY OF THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, SHAREHOLDERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORSREPRESENTATIVES, AND SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)ARISING OUT OF, WHETHER ABSOLUTE OR CONTINGENTRELATED TO, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, ANY WAY CONNECTED WITH THE EXISTING AGREEMENT OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR DOCUMENTS EXECUTED IN CONNECTION THEREWITH, IN EACH CASE WHICH MAY HAVE ARISEN ON OR BEFORE THE CLOSING DATE. GUARANTOR HEREBY ACKNOWLEDGES THAT IT HAS READ THIS GUARANTEE AND HAS CONFERRED WITH ANY OF ITS COUNSEL AND ADVISORS REGARDING ITS CONTENT, INCLUDING THIS SECTION 20, AND IS FREELY AND VOLUNTARILY ENTERING INTO THE LOAN DOCUMENTS OR OTHERWISETO WHICH IT IS A PARTY, AND HEREBY AGREES TO WAIVE ANY CLAIM THAT THE TERMS OF THIS GUARANTEE AND THE OTHER LOAN DOCUMENTS (INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE RELEASES CONTAINED HEREIN) ARE INVALID OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE UNENFORCEABLE.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT(a) FOR AND IN CONSIDERATION OF PFG’S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER PFG AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE FORBEARANCE EXTENSION EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE EXISTING LOAN DOCUMENTS DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE EXISTING LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS FORBEARANCE EXTENSION, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.” EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR SUSPECTED MAY LATER BE DISCOVERED. EACH OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYNEW INFORMATION.

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF HIS OR HER HEIRS, EXECUTORS AND REPRESENTATIVES) HEREBY RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP FRANCHISING, LLC, LGSM, LLC (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, HEIRS, SUCCESSORS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN ANY TRAMPOLINE RELATED ACTIVITIES, USE OF BREACH ANY EQUIPMENT, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER LOTS, FRAUDAND ANY COMPETITION, LENDER LIABILITY EVENT, OR MISCONDUCTPROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY, BREACH “ACTIVITIES”), (B) OCCURRING IN AND/OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF FIDUCIARY DUTYTHE ACTIVITIES ARE TAKING PLACE, USURYCONDUCTED, UNFAIR BARGAINING POSITIONOR PERFORMED BY PARTICIPANT OR ANYONE ELSE, UNCONSCIONABILITYOR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, VIOLATION (C) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF LAWPERSONAL PROPERTY OF PARTICIPANT (D) THE RIGHT TO SUE THE PROTECTED PARTIES FOR ANY LOSS SUFFERED BY PARTICIPANT, PARTICIPANT’S HEIRS, EXECUTORS, FAMILY, PARENTS, AND/OR GUARDIANS OR DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSFAULT, MISAPPROPRIATION OF FUNDSGROSS NEGLIGENCE, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE, FAULT, OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT. Initial I confirm that I fully understand that I am giving up my right (and the rights of any Child Participant named below) to xxx Xxxxx Air and the other Protected Parties or hold them responsible in any way for any loss or damage that happens because of my/our participation in the Activities at Urban Air, or because of my/our use of the Premises.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., THE LEGAL OWNER OF THE PREMISES, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES, INCLUDING, BUT NOT LIMITED TO, GENERAL JUMPING, DODGEBALL, VOLLEYBALL, TUMBLING, FOAM PIT JUMPING, AEROBICS, SKYDIVING, NINJA WARRIOR COURSE, BATTLE BEAM, LASER TAG, SOFT PLAY, ROPES COURSE, CLIMBING WALL, ROLLER COASTER, JUMPING, EXERCISING AND OTHER MISCELLANEOUS TRAMPOLINE AND ADVENTURE ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES, (B) OCCURRING IN OR ABOUT THE PREMISES WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. TO INDUCE LENDER IBM CREDIT TO ----------------- ENTER INTO THIS AMENDMENTFORBEARANCE AGREEMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASING PARTY HEREBY RELEASES, ACQUITS, ACQUITS AND FOREVER DISCHARGES LENDER IBM AND ITS IBM CREDIT OR ANY AFFILIATE THEREOF, TOGETHER WITH THEIR PAST AND PRESENT OFFICERS, DIRECTORS, AGENTSSTOCKHOLDERS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, PREDECESSORS, SUCCESSORS, ASSIGNS, AGENTS, TRUSTEES, ATTORNEYS, OR OTHER REPRESENTATIVES AND ASSIGNS (COLLECTIVELYEACH OF THEM FROM ALL ACTIONS, THE “RELEASED PARTIES”)CAUSES OF ACTION, FROM ANY AND ALL LIABILITIESPROCEEDINGS, CHARGES, COMPLAINTS, CLAIMS, DEMANDS, DAMAGES, EXPENSESCOSTS, ACTIONSLIABILITIES, AGREEMENTS, AND OBLIGATIONS OF EVERY KIND, WHICH THEY HAVE EVER HAD, NOW HAVE OR CAUSES OF ACTION MAY HAVE IN THE FUTURE IN RESPECT OF ANY KIND OR NATURE (IF THERE BE ANY)MATTER UNDER, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM THE RESTRUCTURING DOCUMENTS, THIS FORBEARANCE AGREEMENT AND THE LAWSUIT. IN ADDITION, EACH RELEASING PARTY HEREBY COVENANTS THAT SUCH RELEASING PARTY SHALL NOT XXX IBM CREDIT, IBM OR ANY AFFILIATE THEREOF IN RESPECT OF BREACH ANY MATTER UNDER, ARISING OUT OF CONTRACTOR RELATING TO THE RESTRUCTURING DOCUMENTS, FRAUD, LENDER LIABILITY THIS FORBEARANCE AGREEMENT OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE LAWSUIT. EACH BORROWER AND EACH GUARANTOR RELEASING PARTY HEREBY REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO SUCH RELEASES HAVE AGAINST ANY RELEASED BEEN DULY AUTHORIZED BY ALL ORGANIZATIONAL ACTION (INCLUDING BOARD RESOLUTIONS) AS APPLICABLE, AND DULY EXECUTED AND DELIVERED BY EACH SUCH RELEASING PARTY.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTExcept for claims relating to Seller's failure to make particular Items available to Buyer for removal, EACH BORROWERBUYER HEREBY RELEASES SELLER, SELLER'S PARENT COMPANIES, SUBSIDIARIES, AFFILIATES AND CO- VENTURERS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, THEIR RESPECTIVE DIRECTORS, AGENTSOFFICERS, EMPLOYEES, SUCCESSORS, AGENTS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)REPRESENTATIVES, FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONSLIABILITY AND WAIVES ANY CLAIMS IT MAY NOW HAVE, OR CAUSES WHICH IT MAY HAVE IN THE FUTURE, AGAINST THEM WHICH ARE IN ANY WAY CONNECTED WITH BUYER'S PURCHASE OR REMOVAL OF ACTION THE ITEMS. SUCH PURCHASE AND REMOVAL ACTIVITIES INCLUDE BUYER’S POSSESSION, HANDLING, LOADING, TRANSPORTING, STORING, PROCESSING, CLEANING, RECONDITIONING, MAINTENANCE, LABELING, USE, WELDING, CUTTING, GRINDING, SEPARATION, OR DISPOSAL OF THE ITEMS. BUYER’S RELEASE SHALL APPLY TO ANY CLAIMS OR LIABILITIES OF WHATSOEVER KIND OR NATURE, INCLUDING THOSE RESULTING DIRECTLY OR INDIRECTLY FROM STRICT LIABILITY, SELLER’S NEGLIGENCE, FAILURE OF SELLER TO GIVE MORE SPECIFIC WARNINGS WITH RESPECT TO INDIVIDUAL ITEMS, AND THE INADEQUACY OF ANY KIND OR NATURE (IF THERE BE ANY)SELLER WARNING. No claim by Buyer with respect to Seller's failure to make particular Items available for removal shall be greater in amount than the purchase price set forth in Section 1 above for such Items. In no event shall either party be liable to the other under this Agreement for any punitive, WHETHER ABSOLUTE OR CONTINGENTincidental, DISPUTED OR UNDISPUTEDconsequential, AT LAW OR IN EQUITYspecial or indirect damages, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYhowsoever arising.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF PFG’S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER PFG AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE LOAN DOCUMENTS DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.” EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR SUSPECTED MAY LATER BE DISCOVERED. EACH OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.NEW INFORMATION. By entering into this release, Borrower recognizes that no facts or representations are ever absolutely certain and it may hereafter discover facts in addition to or different from those which it presently knows or believes to be true, but that it is the intention of Borrower hereby to fully, finally and forever settle and release all matters, disputes and differences, known or unknown, suspected or unsuspected; accordingly, if Borrower should subsequently discover that any fact that it relied upon in entering into this release was untrue, or that any understanding of the facts was incorrect, Borrower shall not be entitled to set aside this release by reason thereof, regardless of any claim of mistake of fact or law or any other circumstances whatsoever. Borrower acknowledges that it is not relying upon and has not relied upon any representation or statement made by PFG with respect to the facts underlying this release or with regard to any of such party’s rights or asserted rights. This release may be pleaded as a full and complete defense and/or as a cross-complaint or counterclaim against any action, suit, or other proceeding that may be instituted, prosecuted or attempted in breach of this release. Borrower acknowledges that the release contained herein constitutes a material inducement to PFG to enter into this Agreement, and that PFG would not have done so but for PFG’s expectation that such release is valid and enforceable in all events. Borrower hereby represents and warrants to PFG, and PFG is relying thereon, as follows:

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERURBAN AIR XXXXXXX, LLC, URBAN AIR’S FRANCHISOR, THE LEGAL OWNER OF THE PREMISES, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR LENDERS, EACH GUARANTOR VOLUNTARILYPARENTS, KNOWINGLY AND UNCONDITIONALLY RELEASESAFFILIATES, ACQUITSSUBSIDIARIES, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT SUPPLIERS, EQUIPMENT INSTALLERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE OTHER COSTS) (IF THERE BE ANY)COLLECTIVELY, WHETHER ABSOLUTE OR CONTINGENT“CLAIMS”) RELATING TO, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES, INCLUDING, BUT NOT LIMITED TO, GENERAL JUMPING, DODGEBALL, VOLLEYBALL, TUMBLING, FOAM PIT JUMPING, AEROBICS, SKYDIVING, NINJA WARRIOR COURSE, BATTLE BEAM, LASER TAG, SOFT PLAY, ROPES COURSE, CLIMBING WALL, ROLLER COASTER/ SKY RIDER, JUMPING, EXERCISING AND OTHER MISCELLANEOUS TRAMPOLINE AND ADVENTURE ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES, (B) OCCURRING ON OR ABOUT THE PREMISES WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF LXXXXX’S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LOAN, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS ANY RELEASED PARTIES, ANY OF THE LOAN DOCUMENTS DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS AMENDMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO LENDER THAT CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO MUST HAVE AGAINST ANY RELEASED PARTYMATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.” By entering into this release, Bxxxxxxx recognizes that no facts or representations are ever absolutely certain and it may hereafter discover facts in addition to or different from those which it presently knows or believes to be true, but that it is the intention of Borrower hereby to fully, finally and forever settle and release all matters, disputes and differences, known or unknown, suspected or unsuspected; accordingly, if Borrower should subsequently discover that any fact that it relied upon in entering into this release was untrue, or that any understanding of the facts was incorrect, Borrower shall not be entitled to set aside this release by reason thereof, regardless of any claim of mistake of fact or law or any other circumstances whatsoever. Borrower acknowledges that it is not relying upon and has not relied upon any representation or statement made by Lender with respect to the facts underlying this release or with regard to any of such party’s rights or asserted rights. This release may be pleaded as a full and complete defense and/or as a cross-complaint or counterclaim against any action, suit, or other proceeding that may be instituted, prosecuted or attempted in breach of this release. Borrower acknowledges that the release contained herein constitutes a material inducement to Lender to enter into this Amendment, and that Lxxxxx would not have done so but for Lxxxxx’s expectation that such release is valid and enforceable in all events. Borrower hereby represents and warrants to Lender, and Lender is relying thereon, as follows:

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTTHE COMPANY HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, EACH BORROWERCOUNTERCLAIMS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONOFFSETS, EACH GUARANTOR VOLUNTARILYCROSS-COMPLAINTS, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, CLAIMS OR CAUSES OF ACTION DEMANDS OF ANY KIND OR NATURE (IF THERE WHATSOEVER THAT CAN BE ANY)ASSERTED TO REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO REPAY THE HOLDERS OF THE NOTES OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY HOLDER OF THE NOTES OR ANY OF THEIR RESPECTIVE SUBSIDIARIES OR AFFILIATES. THE COMPANY HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES SHAREHOLDER PURCHASERS AND THEIR SUBSIDIARIES AND AFFILIATES AND ALL OF THEIR RESPECTIVE AGENTS, WHETHER ABSOLUTE EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AGREEMENT IS EXECUTED, WHICH THE COMPANY MAY NOW OR HEREAFTER HAVE AGAINST SUCH PERSON, IF ANY, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF THE LOAN DOCUMENTS CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THIS AGREEMENT, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, THE NOTES OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER ANY SALES CONTRACT AND EACH GUARANTOR REPRESENTS THE NEGOTIATION AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYEXECUTION THEREOF.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF BANK’S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER BANK AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE LOAN DOCUMENTS DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT THE HIGHEST LAWFUL RATE APPLICABLE. EACH OF OR RELATING TO A CLAIM THE RELEASORS WAIVES THE BENEFITS OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF ANY LAW, NEGLIGENCEWHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, ERROR WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.” EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTSUSPECTED MAY LATER BE DISCOVERED. EACH BORROWER OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYNEW INFORMATION.

Release of Claims. In full appreciation of the foregoing risks, and in consideration for the right to use, access and enjoy the Premises and voluntarily participate in the Activities, TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, PARTICIPANT (AND ON BEHALF OF ANY CHILD PARTICIPANT AND HIS/HER HEIRS, EXECUTORS AND REPRESENTATIVES) RELEASES AND AGREES NOT TO ENTER INTO THIS AMENDMENTXXX XXXXX AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., THE LEGAL OWNER OF THE PREMISES, URBAN AIR’S LANDLORD (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO, DISABILITY, OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY (A) THAT MAY ARISE IN CONNECTION WITH PARTICIPANT’S USE OF THE PREMISES AND/OR DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION, WHETHER ACTIVELY OR PASSIVELY, IN THE ACTIVITIES, INCLUDING, BUT NOT LIMITED TO, GENERAL JUMPING, DODGEBALL, VOLLEYBALL, TUMBLING, FOAM PIT JUMPING, AEROBICS, SKYDIVING, NINJA WARRIOR COURSE, BATTLE BEAM, LASER TAG, SOFT PLAY, ROPES COURSE, CLIMBING WALL, ROLLER COASTER, JUMPING, EXERCISING AND OTHER MISCELLANEOUS TRAMPOLINE AND ADVENTURE ACTIVITIES, USE OF BREACH ANY EQUIPMENT OR ATTRACTIONS, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDUSE OF ANY PORTION OF THE PREMISES, LENDER INCLUDING, BUT NOT LIMITED TO, THE ASSOCIATED SIDEWALKS AND PARKING LOTS, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES, (B) OCCURRING IN OR ABOUT THE PREMISES WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF THE ACTIVITIES, (C) RESULTING IN PERSONAL INJURY, INCLUDING MINOR INJURY, SERIOUS INJURY, OR CATASTROPHIC INJURY AS DESCRIBED ABOVE IN SECTION 3 OF THIS AGREEMENT ARISING FROM, GROWING OUT OF, OR CAUSED DIRECTLY OR INDIRECTLY BY THE NEGLIGENT OR GROSSLY NEGLIGENT ACTS OR OMISSIONS OR STRICT LIABILITY OF THE PROTECTED PARTIES, (D) RESULTING FROM DAMAGE TO, LOSS OF, OR MISCONDUCT, BREACH THEFT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION PERSONAL PROPERTY OF LAW, PARTICIPANT REGARDLESS OF WHETHER DUE TO THE NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSGROSS NEGLIGENCE, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTMISCONDUCT OF THE PROTECTED PARTIES, (E) RESULTING FROM THE CONSUMPTION OF ALCOHOL AT THE PREMISES BY PARTICIPANT OR ANY OTHER INVITEE OF URBAN AIR. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED THE RELEASE CONTAINED IN THIS PARAGRAPH, INCLUDING ALL SUBPARTS, SHALL APPLY EVEN IF ANY SUCH INJURY OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD DAMAGE IS CAUSED IN WHOLE OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYIN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR PARTICIPANT.

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENTSEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORSOR ANY OF THEIR PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSSUCCESSORS AND ASSIGNS. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND ASSIGNS (COLLECTIVELYEACH AGENT'S AND EACH LENDER'S PREDECESSORS, THE “RELEASED PARTIES”)AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE MATURED OR CONTINGENTUNMATURED, DISPUTED SUSPECTED OR UNDISPUTEDUNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT AND WAIVER IS EXECUTED, THAT SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, OR SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THIS AMENDMENT AND WAIVER. THE RELEASES AND DISCHARGES IN THIS SECTION 9 SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THIS AMENDMENT AND WAIVER ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR NOT OCCUR AFTER THE DATE HEREOF. [Remainder of page intentionally left blank; signatures on following pages.] Delivered as of the day and year first above written. TOKHEIM CORPORATION By ------------------------------------------ Title ------------------------------------------ By ------------------------------------------ Title ------------------------------------------ GASBOY INTERNATIONAL, CLAIMSINC. By ------------------------------------------ Title ------------------------------------------ TOKHEIM INVESTMENT CORP. By ------------------------------------------ Title ------------------------------------------ MANAGEMENT SOLUTIONS, DEMANDSINC. By ------------------------------------------ Title ------------------------------------------ SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By ------------------------------------------ Title ------------------------------------------ TOKHEIM SERVICES LLC By ------------------------------------------ Title ------------------------------------------ TOKHEIM RPS, DAMAGESLLC By ------------------------------------------ Title ------------------------------------------ ABN AMRO BANK N.V., EXPENSESas Administrative Agent, ACTIONSas Issuing Lender and as a Lender By ------------------------------------------ Title ------------------------------------------ By ------------------------------------------ Title ------------------------------------------ AMSOUTH BANK, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTas Documentation Agent and as a Lender By ------------------------------------------ Title ------------------------------------------ BANK ONE, FRAUDINDIANA, LENDER LIABILITY OR MISCONDUCTNATIONAL ASSOCIATION, BREACH OF FIDUCIARY DUTYas a Lender By ------------------------------------------ Title ------------------------------------------ CREDIT LYONNAIS NEW YORK BRANCH, USURYas a Lender By ------------------------------------------ Title ------------------------------------------ CREDIT AGRICOLE INDOSUEZ, UNFAIR BARGAINING POSITIONas a Lender By ------------------------------------------ Title ------------------------------------------ By ------------------------------------------ Title ------------------------------------------ BEAR, UNCONSCIONABILITYSTEARNS & CO., VIOLATION OF LAWINC., NEGLIGENCEas a Lender By ------------------------------------------ Title ------------------------------------------ BANKERS TRUST COMPANY, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSas a Lender By ------------------------------------------ Title ------------------------------------------ SENIOR DEBT PORTFOLIO, MISAPPROPRIATION OF FUNDSas a Lender By: Boston Management and Research, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.as Investment Advisor By ------------------------------------------ Title ------------------------------------------ EATON VANCE SENIOR INCOME TRUST, as a Lender By: Eaton Vance Management, as Investment Advisor By ------------------------------------------ Title ------------------------------------------ OXFORD STRATEGIC INCOME FUND, as a Lender By: Eaton Vance Management, as Investment Advisor By ------------------------------------------ Title ------------------------------------------ EATON VANCE INSTITUTIONAL SENIOR LOAN FUND, as a Lender By: Eaton Vance Management, as Investment Advisor By ------------------------------------------ Title ------------------------------------------ CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By ------------------------------------------ Title ------------------------------------------ By ------------------------------------------ Title ------------------------------------------ FINOVA CAPITAL CORPORATION, as a Lender By ------------------------------------------ Title ------------------------------------------ BANK PEKAO SA (FORMERLY KNOWN AS BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH), as a Lender By ------------------------------------------ Title ------------------------------------------ OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By ------------------------------------------ Title ------------------------------------------ OAKTREE CAPITAL MANAGEMENT, LLC, on behalf of certain funds and accounts, as a Lender By ------------------------------------------ Title ------------------------------------------ ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By ------------------------------------------ Title ------------------------------------------ WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By ------------------------------------------ Title ------------------------------------------ BARCLAYS BANK PLC, as a Lender By ------------------------------------------ Title ------------------------------------------ GOLDMAN SACHS CREDIT PARTNERS L.P., as a Lender By ------------------------------------------ Title ------------------------------------------

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTTHE FULLEST EXTENT PERMITTED BY LAW, EACH BORROWERPARTICIPANT (AND ON BEHALF OF HIS OR HER HEIRS, EXECUTORS AND REPRESENTATIVES) XXXXXX RELEASES FLYUP LTD, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, THEIR DIRECTORS, AGENTSSHAREHOLDERS, MANAGERS, EMPLOYEES, SUCCESSORSCONTRACTORS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”)) FROM AND AGAINST ALL LIABLITIES, FROM ANY AND ALL LIABILITIESLOSSES, DAMAGES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, SUITS, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE SOLICITORS’S FEES AND COURT OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO , WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY (A) DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPAITON, WHETHER ACTIVELY OR PASSIVELY, IN ANY BIKING RELATED ACTIVIITES, USE OF BREACH ANY EQUIPMENT, HIRE EQUIPMENT, INSTRUCTION, TRAINING, CLASSES, OBSERVATION, USE OF CONTRACTANY PORTION OF THE PREMISES, FRAUDINCLUDING, LENDER BUT NOT LIMITED TO, THE PARKING AREA, AND ANY COMPETITION, EVENT, OR PROGRAM SPONSORED BY OR AFFILIATED WITH THE PROTECTED PARTIES (COLLECTIVELY “ACTIVITIES”), (B) OCCURRING IN AND/OR ABOUT THE PREMISES (INCLUDING THE PREMISES) WHERE ANY OF THE ACTIVITIES ARE TAKING PLACE, CONDUCTED, OR PERFORMED BY PARTICIPANT OR ANYONE ELSE, OR IN TRANSPORTATION TO AND FROM ANY OF TH ACTIVITIES, (C) RESULTING FROM DAMAGE TO, LOSS OF, OR THEFT OF PERSONAL PROPERTY OF PARTICIPANT AND/OR (D) THE RIGHT TO SUE THE PROTECTED PARTIES FOR ANY LOSS SUFFERED BY PARTICIPANT, PARTICIPANT’S HEIRS, EXECUTORS, FAMILY, PARENTS, AND/OR GUARDIANS. THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR MISCONDUCT, BREACH PARTICIPANT BUT WILL NOT APPLY TO THE EXTENT ANY SUCH INJURY OR DAMAGE IS CAUSED BY THE WILLFUL MISCONDUCT OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHE PROTECTED PARTIES.

Release of Claims. THE COMPANY HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO REPAY THE AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE AGENT OR ANY LENDER. THE COMPANY HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENT AND ITS OFFICERSTHE LENDERS, DIRECTORSAND THE AGENT'S AND EACH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE SUSPECTED OR CONTINGENTUNSUSPECTED, DISPUTED FIXED, CONTINGENT OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AMENDMENT IS EXECUTED, WHICH THE MAY NOW OR HEREAFTER HAVE AGAINST THE AGENT OR ANY SUCH LENDER, AND THE AGENT'S OR SUCH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, CLAIMSAND NEGOTIATION AND EXECUTION OF THIS AMENDMENT. Delivered as of the day and year first above written. U.S. AGGREGATES, DEMANDSINC. By: -------------------------------------- Title: ------------------------------------ BANK OF AMERICA, DAMAGESN.A., EXPENSESas Agent By: ---------------------------------------- Title: -------------------------------------- BANK OF AMERICA, ACTIONSN.A., OR CAUSES as a Lender and as Issuing Lender By: ---------------------------------------- Title: --------------------------------------- FLEET NATIONAL BANK (formerly known as BankBoston, N.A.), as a Lender By: ---------------------------------------- Title: --------------------------------------- NATIONAL CITY BANK, as a Lender By: ---------------------------------------- Title: --------------------------------------- BANK OF ACTION ARISING OUT SCOTLAND, as a Lender By: ---------------------------------------- Title: --------------------------------------- IBJ WHITEHALL BANK AND TRUST COMPANY, as a Lender By: --------------------------------------- Title: -------------------------------------- COMERICA BANK - CALIFORNIA, as a Lender By: --------------------------------------- Title: -------------------------------------- ZIONS FIRST NATIONAL BANK, as a Lender By: --------------------------------------- Title: -------------------------------------- UNION BANK OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTCALIFORNIA, FRAUDN.A., LENDER LIABILITY OR MISCONDUCTas a Lender By: ---------------------------------------- Title: --------------------------------------- PILGRIM PRIME RATE TRUST, BREACH OF FIDUCIARY DUTYas a Lender By: Pilgrim Investments, USURYInc., UNFAIR BARGAINING POSITIONas its Investment Manager By: --------------------------------------- Title: -------------------------------------- SENIOR DEBT PORTFOLIO By: Boston Management and Research, UNCONSCIONABILITYas Investment Advisor By: --------------------------------------- Title: -------------------------------------- EATON VANCE INSTITUTIONAL SENIOR XXXX XXXX By: Eaton Vance Management, VIOLATION OF LAWas Investxxxx Advisor By: ---------------------------------------- Title: --------------------------------------- EATON VANCE SENIOR INCOME TRUST By: Eaton Vance Management, NEGLIGENCEas Investxxxx Advisor By: --------------------------------------- Title: -------------------------------------- KZH-HIGHLAND - 2 LLC By: --------------------------------------- Title: -------------------------------------- ARCHIMEDES FUNDING, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSLLC By: ING Capital Advisors, MISAPPROPRIATION OF FUNDSLLC, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTas Collateral Manager By: -------------------------------------- Title: ------------------------------------- ARCHIMEDES FUNDING III, LLC By: ING Capital Advisors, LLC, as Collateral Manager By: -------------------------------------- Title: ------------------------------------- SEQUILS-ING 1 (HBDGM), LTD. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.By: ING Capital Advisors, LLC, as Collateral Manager By: --------------------------------------- Title: -------------------------------------

Release of Claims. THE COMPANY HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY TO REPAY THE AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE AGENT OR ANY LENDER. THE COMPANY HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENT AND ITS OFFICERSTHE LENDERS, DIRECTORSAND THE AGENT'S AND EACH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE SUSPECTED OR CONTINGENTUNSUSPECTED, DISPUTED FIXED, CONTINGENT OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER ORIGINATING IN WHOLE OR IN CONNECTION WITH PART ON OR BEFORE THE DATE THIS AMENDMENT IS EXECUTED, WHICH THE MAY NOW OR HEREAFTER HAVE AGAINST THE AGENT OR ANY SUCH LENDER, AND THE AGENT'S OR SUCH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE LOAN DOCUMENTS WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, CLAIMSAND NEGOTIATION AND EXECUTION OF THIS AMENDMENT. Delivered as of the day and year first above written. U.S. AGGREGATES, DEMANDSINC. By: -------------------------------- Title: -------------------------------- BANK OF AMERICA, DAMAGESN.A., EXPENSESas Agent By: -------------------------------- Title: -------------------------------- BANK OF AMERICA, ACTIONSN.A., OR CAUSES as a Lender and as Issuing Lender By: -------------------------------- Title: -------------------------------- FLEET NATIONAL BANK (formerly known as BankBoston, N.A.), as a Lender By: -------------------------------- Title: -------------------------------- NATIONAL CITY BANK, as a Lender By: -------------------------------- Title: -------------------------------- BANK OF ACTION ARISING OUT SCOTLAND, as a Lender By: -------------------------------- Title: -------------------------------- IBJ WHITEHALL BANK AND TRUST COMPANY, as a Lender By: -------------------------------- Title: -------------------------------- COMERICA BANK - CALIFORNIA, as a Lender By: -------------------------------- Title: -------------------------------- ZIONS FIRST NATIONAL BANK, as a Lender By: -------------------------------- Title: -------------------------------- UNION BANK OF OR RELATING TO CALIFORNIA, N.A., as a Lender By: -------------------------------- Title: -------------------------------- PILGRIM PRIME RATE TRUST, as a Lender By: Pilgrim Investments, Inc., as its Investment Manager By: -------------------------------- Title: -------------------------------- SENIOR DEBT PORTFOLIO By: Boston Management and Research, as Investment Advisor By: -------------------------------- Title: -------------------------------- XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND By: Xxxxx Xxxxx Management, as Investment Advisor By: -------------------------------- Title: -------------------------------- XXXXX XXXXX SENIOR INCOME TRUST By: Xxxxx Xxxxx Management, as Investment Advisor By: -------------------------------- Title: -------------------------------- KZH-HIGHLAND - 2 LLC By: -------------------------------- Title: -------------------------------- ARCHIMEDES FUNDING, LLC By: ING Capital Advisors, LLC, as Collateral Manager By: -------------------------------- Title: -------------------------------- ARCHIMEDES FUNDING III, LLC By: ING Capital Advisors, LLC, as Collateral Manager By: -------------------------------- Title: -------------------------------- SEQUILS-ING 1 (HBDGM), LTD. By: ING Capital Advisors, LLC, as Collateral Manager By: -------------------------------- Title: -------------------------------- BANK ONE, N.A. By: -------------------------------- Title: -------------------------------- BRANCH BANKING AND TRUST COMPANY By: -------------------------------- Title: -------------------------------- HIGHLAND CRUSADER OFFSHORE PARTNERS By: -------------------------------- Title: -------------------------------- EXHIBIT A CLAIM FORM OF BREACH REAFFIRMATION OF CONTRACTLOAN DOCUMENTS as of September __, FRAUD2001 Bank of America, LENDER LIABILITY OR MISCONDUCTN.A., BREACH OF FIDUCIARY DUTYas Agent and the other parties to the Third Amended and Restated Credit Agreement referred to below 0000 Xxxxxx Xxxxxx Xxx Xxxxxxxxx, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.Xxxxxxxxxx 00000 Attn: Agency Management Services #5596 Re: Reaffirmation of Loan Documents Ladies and Gentlemen: Please refer to:

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, ADULT PARTICIPANT, ON BEHALF OF HIMSELF/ HERSELF AND ON BEHALF OF ANY CHILD PARTICIPANT AND ON BEHALF OF ANY SPOUSE, HEIRS, EXECUTORS AND REPRESENTATIVES OF ANY PARTICIPANT HEREBY RELEASES, DISCHARGES AND AGREES TO ENTER INTO THIS AMENDMENTHOLD HARMLESS URBAN AIR, EACH BORROWERUATP MANAGEMENT, LLC, UATP IP, LLC., THE LEGAL OWNER OF THE PREMISES, THE LANDLORD, MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONANY OF THEIR AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, JUDGMENTS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT’S PROPERTY: (A) DURING OR RELATING TO A CLAIM PARTICIPANT’S PARTICIPATION (WHETHER ACTIVELY OR PASSIVELY) IN ANY ACTIVITIES ON THE PREMISES OR OTHER LOCATION WHERE THE ACTIVITIES ARE BEING CONDUCTED, INCLUDING BUT NOT LIMITED TO PARTICIPANT’S USE OF BREACH ANY EQUIPMENT, PARTICIPANT’S INVOLVEMENT IN ANY CLASSES OR INSTRUCTION, AND PARTICIPANT’S INVOLVEMENT IN ANY COMPETITION OR EVENT SPONSORED BY THE PROTECTED PARTIES (COLLECTIVELY, “ACTIVITIES”); OR (B) OCCURRING ON THE PREMISES, INCLUDING BUT NOT LIMITED TO PARTICIPANT’S USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDTHE ASSOCIATED SIDEWALKS AND PARKING AREA, LENDER OR IN TRANSPORTATION TO OR FROM THE PREMISES OR OTHER LOCATION WHERE THE ACTIVITIES ARE BEING CONDUCTED. PARTICIPANT HEREBY AGREES NOT TO BRING ANY SUITS, CLAIMS, CAUSES OF ACTION, DEMANDS OR LEGAL ACTIONS AGAINST THE PROTECTED PARTIES FOR ANY ITEM RELEASED HEREUNDER. THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR ANY OTHER PATRON WHO IS ON THE PREMISES OR OMISSION WHO IS PARTICIPATING IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHE ACTIVITIES.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT(a) THE BORROWER PARTIES, EACH BORROWER, ON BEHALF OF THEMSELVES AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, THEIR RESPECTIVE SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED BORROWER RELEASE PARTIES”), HEREBY FULLY, FINALLY AND COMPLETELY RELEASE AND FOREVER DISCHARGE LENDER, AND ITS RESPECTIVE SUCCESSORS, ASSIGNS, AFFILIATES, SUBSIDIARIES, PARENTS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, LOAN SERVICERS, ATTORNEYS, AGENTS AND PROPERTIES, PAST, PRESENT AND FUTURE, AND THEIR RESPECTIVE HEIRS, SUCCESSORS AND ASSIGNS (COLLECTIVELY AND INDIVIDUALLY, THE “LENDER RELEASE PARTIES”), OF AND FROM ANY AND ALL CLAIMS, CONTROVERSIES, DISPUTES, LIABILITIES, CLAIMSOBLIGATIONS, DEMANDS, DAMAGES, EXPENSESDEBTS, ACTIONSLIENS, OR ACTIONS AND CAUSES OF ACTION OF ANY KIND AND EVERY NATURE WHATSOEVER, KNOWN OR NATURE (IF THERE BE ANY)UNKNOWN, WHETHER ABSOLUTE OR CONTINGENTAT LAW, DISPUTED OR UNDISPUTED, AT LAW BY STATUTE OR IN EQUITY, IN CONTRACT OR KNOWN IN TORT, UNDER STATE OR UNKNOWNFEDERAL JURISDICTION, THAT AND WHETHER OR NOT THE ECONOMIC EFFECTS OF SUCH ALLEGED MATTERS ARISE OR ARE DISCOVERED IN THE FUTURE, WHICH THE BORROWER NOW HAS OR EVER HAD AGAINST ANY RELEASE PARTIES HAVE AS OF THE RELEASED EFFECTIVE DATE OR MAY CLAIM TO HAVE AGAINST THE LENDER RELEASE PARTIES ARISING UNDER OUT OF OR IN CONNECTION WITH RESPECT TO ANY OF AND ALL TRANSACTIONS RELATING TO THE LOAN OR THE LOAN DOCUMENTS OCCURRING ON OR OTHERWISEBEFORE THE EFFECTIVE DATE, INCLUDINGINCLUDING ANY LOSS, COST OR DAMAGE OF ANY KIND OR CHARACTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR IN ANY WAY RESULTING FROM THE ACTS, ACTIONS OR OMISSIONS OF THE LENDER RELEASE PARTIES OCCURRING ON OR BEFORE THE EFFECTIVE DATE. THE FOREGOING RELEASE IS INTENDED TO BE, AND IS, A FULL, COMPLETE AND GENERAL RELEASE IN FAVOR OF THE LENDER RELEASE PARTIES WITH RESPECT TO ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION AND OTHER MATTERS DESCRIBED THEREIN, INCLUDING SPECIFICALLY, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, DEMANDS OR CAUSES OF ACTION ARISING OUT BASED UPON ALLEGATIONS OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, BREACH OF ANY ALLEGED DUTY OF FAIR DEALING IN GOOD FAITH, ECONOMIC COERCION, USURY, UNFAIR BARGAINING POSITIONOR ANY OTHER THEORY, UNCONSCIONABILITYCAUSE OF ACTION, VIOLATION OCCURRENCE, MATTER OR THING WHICH MIGHT RESULT IN LIABILITY UPON THE LENDER RELEASE PARTIES ARISING OR OCCURRING ON OR BEFORE THE EFFECTIVE DATE. THE BORROWER RELEASE PARTIES UNDERSTAND AND AGREE THAT THE FOREGOING GENERAL RELEASE IS IN CONSIDERATION FOR THE AGREEMENTS OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER LENDER CONTAINED HEREIN AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHEY WILL RECEIVE NO FURTHER CONSIDERATION FOR SUCH RELEASE.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES AS A MATERIAL INDUCEMENT TO THE CONSENT AGREEMENTS OF ------------------ LENDER IN THIS AGREEMENT, BORROWERS AND REAFFIRMATIONGUARANTORS, EACH GUARANTOR VOLUNTARILYON BEHALF OF ITSELF AND ITS SUCCESSORS AND ASSIGNS, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, DO HEREBY FULLY RELEASE AND FOREVER DISCHARGES DISCHARGE LENDER AND ITS FLEETWOOD AND THEIR RESPECTIVE SUCCESSORS IN INTEREST, ASSIGNS, OFFICERS, DIRECTORS, STOCKHOLDERS, AGENTS, SERVANTS, EMPLOYEES, SUCCESSORSSUBSIDIARIES AND AFFILIATES, OF AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM ANY AND ALL LIABILITIESPAST, PRESENT OR FUTURE CLAIMS, DEMANDS, DAMAGES, EXPENSESOBLIGATIONS, ACTIONS, OR CAUSES OF ACTION ACTION, RIGHTS, DAMAGES, COSTS, EXPENSES AND COMPENSATION OF ANY KIND OR NATURE (IF THERE BE ANY)WHATSOEVER, WHETHER ABSOLUTE BASED ON A TORT, CONTRACT, STATUTORY LIABILITY OR CONTINGENTANY OTHER THEORY OF RECOVERY, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR WHETHER KNOWN OR UNKNOWN, THAT SUCH WHICH ANY BORROWER OR ANY GUARANTOR NOW HAS OR EVER HAD AGAINST MAY HEREAFTER ACCRUE OR OTHERWISE ACQUIRE, FOR OR BY REASON OF ANY MATTER, CAUSE OR THING WHATSOEVER OCCURRING UP TO THE DATE OF THIS AGREEMENT. TO THE EXTENT APPLICABLE, THE BORROWERS AND GUARANTORS HEREBY WAIVE ANY OF THE RELEASED PARTIES ARISING THEIR RIGHTS UNDER OR IN CONNECTION WITH ANY SECTION 1542 OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYCALIFORNIA CIVIL CODE.

Release of Claims. THE BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER. THE BORROWER HEREBY VOLUNTARILY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE AGENT AND ITS OFFICERSTHE LENDERS, DIRECTORSAND THE AGENT'S AND EACH LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT IS EXECUTED, THAT SUCH WHICH THE BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND THE AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS AMENDMENT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT(a) FOR AND IN CONSIDERATION OF PFG’S AGREEMENTS CONTAINED HEREIN, EACH BORROWER, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER PFG AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE FORBEARANCE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW OR HEREAFTER HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING UNDER DIRECTLY OR IN CONNECTION WITH INDIRECTLY FROM THE LAWSUIT, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS AND RELEASED PARTIES, ANY OF THE EXISTING LOAN DOCUMENTS DOCUMENTS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER ANY OF THE EXISTING LOAN DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS FORBEARANCE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT MUST HAVE MATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.” EACH OF THE RELEASORS UNDERSTANDS THAT THE FACTS WHICH IT BELIEVES TO BE TRUE AT THE TIME OF MAKING THE RELEASE PROVIDED FOR HEREIN MAY LATER TURN OUT TO BE DIFFERENT THAN IT NOW BELIEVES, AND THAT INFORMATION WHICH IS NOT NOW KNOWN OR SUSPECTED MAY LATER BE DISCOVERED. EACH OF THE RELEASORS ACCEPTS THIS POSSIBILITY, AND EACH GUARANTOR REPRESENTS OF THEM ASSUMES THE RISK OF THE FACTS TURNING OUT TO BE DIFFERENT AND WARRANTS NEW INFORMATION BEING DISCOVERED; AND EACH OF THEM FURTHER AGREES THAT THE RELEASE PROVIDED FOR HEREIN SHALL IN ALL RESPECTS CONTINUE TO LENDER THAT IT HAS BE EFFECTIVE AND NOT TRANSFERRED SUBJECT TO TERMINATION OR ASSIGNED TO RESCISSION BECAUSE OF ANY PERSON DIFFERENCE IN SUCH FACTS OR ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYNEW INFORMATION.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTI VOLUNTARILY RELEASE AND FOREVER DISCHARGE THE BANK, EACH BORROWERITS AFFILIATED AND RELATED ENTITIES, ITS PREDECESSORS, SUCCESSORS AND ASSIGNS, ITS EMPLOYEE BENEFIT PLANS AND FIDUCIARIES OF SUCH PLANS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT CURRENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS FORMER OFFICERS, DIRECTORS, AGENTSSHAREHOLDERS, EMPLOYEES, SUCCESSORSATTORNEYS, ACCOUNTANTS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), FROM AGENTS OF ANY AND ALL LIABILITIES, OF THE FOREGOING IN THEIR OFFICIAL AND PERSONAL CAPACITIES (COLLECTIVELY REFERRED TO AS THE “RELEASEES”) GENERALLY FROM ALL CLAIMS, DEMANDS, DAMAGESDEBTS, EXPENSESDAMAGES AND LIABILITIES OF EVERY NAME AND NATURE, ACTIONS, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWNUNKNOWN (“CLAIMS”) THAT, THAT SUCH BORROWER AS OF THE DATE WHEN I SIGN THIS RELEASE, I HAVE, EVER HAD, NOW HAS CLAIM TO HAVE OR EVER CLAIMED TO HAVE HAD AGAINST ANY OR ALL OF THE RELEASED PARTIES ARISING RELEASEES. THIS INCLUDES, WITHOUT LIMITATION, THE RELEASE OF ALL CLAIMS: • RELATING TO MY EMPLOYMENT BY THE BANK AND THE TERMINATION OF MY EMPLOYMENT; • OF WRONGFUL DISCHARGE; • OF BREACH OF CONTRACT; • OF RETALIATION OR DISCRIMINATION UNDER FEDERAL, STATE OR LOCAL LAW (INCLUDING, WITHOUT LIMITATION, CLAIMS OF AGE DISCRIMINATION OR RETALIATION UNDER THE AGE DISCRIMINATION IN CONNECTION EMPLOYMENT ACT, CLAIMS OF DISABILITY DISCRIMINATION OR RETALIATION UNDER THE AMERICANS WITH ANY DISABILITIES ACT, CLAIMS OF DISCRIMINATION OR RETALIATION UNDER TITLE VII OF THE LOAN DOCUMENTS CIVIL RIGHTS ACT OF 1964 AND CLAIMS OF ANY FORM OF DISCRIMINATION OR RETALIATION THAT IS PROHIBITED BY THE MASSACHUSETTS GENERAL LAWS CHAPTER 151B); • UNDER ANY OTHER FEDERAL OR STATE STATUTE; • OF DEFAMATION OR OTHER TORTS; • OF VIOLATION OF PUBLIC POLICY; • FOR WAGES, BONUSES, INCENTIVE COMPENSATION, VACATION PAY OR ANY OTHER COMPENSATION OR BENEFITS, EITHER UNDER THE MASSACHUSETTS WAGE ACT, M.G.L. C. 149, §§ 148-150C, OR OTHERWISE; AND • FOR DAMAGES OR OTHER REMEDIES OF ANY SORT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, COMPENSATORY DAMAGES, EXPENSESPUNITIVE DAMAGES, ACTIONSINJUNCTIVE RELIEF AND ATTORNEY’S FEES; provided, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACThowever, FRAUDthat this release shall not affect my rights under the Bank’s Section 401(k) plan, LENDER LIABILITY OR MISCONDUCTany other “employee benefit plan” as defined in Section 3(3) of the Employee Retirement Income Security Act, BREACH OF FIDUCIARY DUTY29 U.S.C. § 1002(3), USURYmy continuing rights under the Agreement (including the right to payment of any bonus for which an award has been determined but has not been paid during the term of employment), UNFAIR BARGAINING POSITIONany statutory right to earned but unpaid wages, UNCONSCIONABILITYincluding vacation pay, VIOLATION OF LAWstatutory or common law rights of indemnification or defense for claims against me based on my status and conduct as an officer of the Bank under any applicable insurance policy, NEGLIGENCEcontracts, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONSgoverning documents or bylaws. In addition, MISAPPROPRIATION OF FUNDSnothing in this release shall affect my rights arising from any relationship that I may have with the Bank or any affiliated or related entity as a customer or a client. Furthermore, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTnothing in this release shall affect my rights to pursue Claims against individuals based on actions taken in their personal capacities that are unrelated in any way to my employment with the Bank or its termination. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYI agree that I shall not seek or accept damages of any nature, other equitable or legal remedies for my own benefit, attorney’s fees, or costs from any of the Releasees with respect to any Claim released by this Release. I represent that I have not assigned to any third party and I have not filed with any agency or court any Claim released by this Release.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTEFFECTIVE AS OF THE CLOSING, EACH BORROWERSELLER DOES HEREBY FOR ITSELF AND ITS RESPECTIVE AFFILIATES, PARTNERS, HEIRS, BENEFICIARIES, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO ASSIGNS, IF ANY, RELEASE AND ABSOLUTELY FOREVER DISCHARGE THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER COMPANY AND ITS OFFICERS, DIRECTORS, AGENTSMANAGERS, EMPLOYEESMEMBERS, SUCCESSORSSTOCKHOLDERS, AFFILIATES, EMPLOYEES (IF ANY) AND ASSIGNS AGENTS (COLLECTIVELYEACH, THE A “RELEASED PARTIESPARTY”), ) FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DEMANDS, DAMAGES, DEBTS, LIABILITIES, OBLIGATIONS, COSTS, EXPENSES (INCLUDING ATTORNEYS’ AND ACCOUNTANTS’ FEES AND EXPENSES), ACTIONS, OR ACTIONS AND CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY)WHATSOEVER, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR NOW KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, THAT SUCH BORROWER PERSON NOW HAS HAS, OR EVER HAD AGAINST AT ANY TIME PREVIOUSLY HAD, OR SHALL OR MAY HAVE IN THE FUTURE, AS HOLDER OF ANY SECURITIES OF THE COMPANY, ARISING BY VIRTUE OF OR IN ANY MATTER RELATED TO ANY ACTIONS OR INACTIONS WITH RESPECT TO THE COMPANY OR THEIR AFFAIRS WITH RESPECT TO THE COMPANY ON OR BEFORE THE CLOSING DATE (“RELEASED PARTIES MATTERS”); PROVIDED, THAT THIS RELEASE SHALL NOT EXTEND TO ANY RIGHT OF SELLER (1) UNDER THIS AGREEMENT, THE EMPLOYMENT AGREEMENT, THE STOCKHOLDERS AGREEMENT OR THE SPORN ROLLOVER AGREEMENT, (2) WITH RESPECT TO WAGES OR EMPLOYEE BENEFITS ACCRUED AS OF THE CLOSING ARISING UNDER FROM OR IN CONNECTION WITH ANY SELLER’S EMPLOYMENT BY THE COMPANY PRIOR TO THE CLOSING, OR (3) UNDER DIRECTOR AND OFFICER INDEMNIFICATION PROVISIONS SET FORTH IN THE ORGANIZATIONAL DOCUMENTS OR OTHER AGREEMENTS OF THE LOAN DOCUMENTS OR OTHERWISECOMPANY AND ITS SUBSIDIARIES AS IN EFFECT ON THE DATE HEREOF. IT IS THE INTENTION OF THE SELLER IN EXECUTING THIS RELEASE AND IN GIVING AND RECEIVING THE CONSIDERATION CALLED FOR HEREIN, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES THAT THE RELEASE CONTAINED IN THIS SECTION 6.7 SHALL BE EFFECTIVE AS A FULL AND FINAL ACCORD AND SATISFACTION AND GENERAL RELEASE OF ACTION ARISING OUT AND FROM ALL RELEASED MATTERS AND THE FINAL RESOLUTION BY SELLER AND THE RELEASED PARTIES OF OR RELATING ALL RELEASED MATTERS. SELLER HEREBY REPRESENTS TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER THE BUYER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THE COMPANY THAT IT SELLER HAS NOT VOLUNTARILY OR INVOLUNTARILY ASSIGNED OR TRANSFERRED OR ASSIGNED PURPORTED TO ASSIGN OR TRANSFER TO ANY PERSON ANY CLAIM RELEASED MATTERS AND THAT IT NO PERSON OTHER THAN SELLER HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY INTEREST IN ANY RELEASED PARTYMATTER BY LAW OR CONTRACT BY VIRTUE OF ANY ACTION OR INACTION BY SELLER. THE INVALIDITY OR UNENFORCEABILITY OF ANY PART OF THIS SECTION 6.7 SHALL NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF THE REMAINDER OF THIS SECTION 6.7, WHICH SHALL REMAIN IN FULL FORCE AND EFFECT.

Release of Claims. EACH OF NEG, THE COMPANY AND THE OWNER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSES, COUNTERCLAIMS, OFFSETS, CROSS-COMPLAINTS, CLAIMS OR DEMANDS OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE LENDER REDUCE OR ELIMINATE ALL OR ANY PART OF LIABILITY OF THE COMPANY AND THE OWNER TO ENTER INTO THIS AMENDMENTREPAY THE LENDERS, PRIORITY LENDERS AND INVESTORS AS PROVIDED IN THE OPERATIVE DOCUMENTS OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE ADMINISTRATIVE AGENT, THE PRIORITY AGENT OR ANY OTHER CREDITOR. EACH BORROWEROF NEG, THE COMPANY AND BY GUARANTORS’ SIGNATURES TO THE CONSENT OWNER HEREBY VOLUNTARILY AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER DISCHARGES LENDER THE ADMINISTRATIVE AGENT, THE PRIORITY AGENT AND ITS OFFICERSTHE OTHER CREDITORS, DIRECTORSAND THE ADMINISTRATIVE AGENT'S, THE PRIORITY AGENT'S AND EACH OTHER CREDITOR'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”)ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, OR EXPENSES, ACTIONSAND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTEDCONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AGREEMENT IS EXECUTED, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST WHICH ANY OF NEG, THE RELEASED PARTIES ARISING UNDER COMPANY OR THE OWNER MAY NOW OR HEREAFTER HAVE AGAINST THE ADMINISTRATIVE AGENT, THE PRIORITY AGENT OR ANY OTHER CREDITOR, AND THE ADMINISTRATIVE AGENT'S, THE PRIORITY AGENT'S OR ANY OTHER CREDITOR'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, IN CONNECTION WITH THEIR CAPACITIES AS SUCH, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF THE LOAN DOCUMENTS CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHTS AND REMEDIES UNDER THE OPERATIVE DOCUMENTS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES AND NEGOTIATION AND EXECUTION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHIS AGREEMENT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.15.13

Release of Claims. TO INDUCE LENDER THE FULLEST EXTENT PERMITTED BY LAW, ADULT PARTICIPANT, ON BEHALF OF HIMSELF/HERSELF AND ON BEHALF OF ANY CHILD PARTICIPANT AND ON BEHALF OF ANY SPOUSE, HEIRS, EXECUTORS AND REPRESENTATIVES OF ANY PARTICIPANT HEREBY RELEASES, DISCHARGES AND AGREES TO ENTER INTO THIS AMENDMENTHOLD HARMLESS THE PARK, EACH BORROWERCENTRAL PARKS MANAGEMENT INTERNATIONAL LLC, CPM NE SPONSOR LLC AND CPM PARK II LLC, B & J PARTNERSHIP LTD dba SPEEDWAY PROPERTIES (“LANDLORD”), LANDLORD’S MORTGAGEES AND MANAGEMENT COMPANY OF THE PREMISES, AND BY GUARANTORS’ SIGNATURES TO ANY OF THE CONSENT AND REAFFIRMATIONABOVE PARTIES AFFILIATES OR SUBSIDIARIES, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER AND ITS RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, EMPLOYEES, SUCCESSORSCONTRACTORS, REPRESENTATIVES, HEIRS, ASSIGNS, VOLUNTEERS, INDEPENDENT CONTRACTORS, EQUIPMENT PROVIDERS, AND ASSIGNS INSURERS OF ALL OF THEM (COLLECTIVELY, THE “RELEASED PROTECTED PARTIES”), ) FROM ANY AND AGAINST ALL LIABILITIES, LOSSES, DAMAGES, CLAIMS, JUDGMENTS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR SUITS, CAUSES OF ACTION OF ANY KIND ACTION, COSTS, FEES, AND EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COURT OR NATURE (IF THERE BE ANY)OTHER COSTS) RELATING TO, WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYRESULTING FROM, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR ALLEGED TO HAVE ARISEN OUT OF (IN WHOLE OR IN PART) ANY BODILY INJURY TO OR DEATH OF PARTICIPANT OR DAMAGE TO OR LOSS OF PARTICIPANT'S PROPERTY: (A) DURING OR RELATING TO A CLAIM PARTICIPANT'S PARTICIPATION (WHETHER ACTIVELY OR PASSIVELY) IN ANY ACTIVITIES ON THE PREMISES OR OTHER LOCATION WHERE THE ACTIVITIES ARE BEING CONDUCTED, INCLUDING BUT NOT LIMITED TO PARTICIPANT’S USE OF BREACH ANY EQUIPMENT, PARTICIPANT’S INVOLVEMENT IN ANY CLASSES OR INSTRUCTION, AND PARTICIPANT’S INVOLVEMENT IN ANY COMPETITION OR EVENT SPONOSRED BY THE PROTECTED PARTIES (COLLECTIVELY, “ACTIVITIES”); OR (B) OCCURRING ON THE PREMISES, INCLUDING BUT NOT LIMITED TO PARTICIPANT’S USE OF CONTRACTTHE LOCKER ROOM AREA, FRAUDTHE ASSOCIATED SIDEWALKS AND PARKING AREA, LENDER OR IN TRANSPORTATION TO OR FROM THE PREMISES OR OTHER LOCATION WHERE THE ACTIVITIES ARE BEING CONDUCTED. PARTICIPANT HEREBY AGREES NOT TO BRING ANY SUITS, CLAIMS, CAUSES OF ACTION, DEMANDS OR LEGAL ACTIONS AGAINST THE PROTECTED PARTIES FOR ANY ITEM RELEASED HEREUNDER. THE RELEASE CONTAINED IN THIS PARAGRAPH WILL APPLY EVEN IF ANY SUCH INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR STRICT LIABILITY OF THE PROTECTED PARTIES OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR ANY OTHER PATRON WHO IS ON THE PREMISES OR OMISSION WHO IS PARTICIPATING IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHE ACTIVITIES.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTTHE LOAN PARTIES, EACH BORROWERON THEIR OWN BEHALF AND ON BEHALF OF THEIR RESPECTIVE SUCCESSORS, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATIONASSIGNS, EACH GUARANTOR VOLUNTARILYPARENTS, KNOWINGLY AND UNCONDITIONALLY RELEASESSUBSIDIARIES, ACQUITSAFFILIATES, AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTSEMPLOYEES, AGENTS AND ATTORNEYS (the “RELEASING PARTIES”), HEREBY FOREVER, FULLY, UNCONDITIONALLY AND IRREVOCABLY RELEASE EACH CREDIT PARTY AND ITS SUCCESSORS, ASSIGNS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ATTORNEYS AND ASSIGNS AGENTS (COLLECTIVELY, THE the “RELEASED PARTIES”)) FROM ANY LIABILITY FOR ACTIONS OR OMISSIONS IN CONNECTION WITH THE LOAN DOCUMENTS ARISING OR OCCURRING ON OR PRIOR TO THE DATE OF THIS AGREEMENT, FROM AND THE RELEASING PARTIES WAIVE AND RELEASE ANY AND ALL LIABILITIESOF THEIR RIGHTS, REMEDIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR DEMANDS AND CAUSES OF ACTION AGAINST EACH RELEASED PARTY BASED UPON OR RELATED TO, IN WHOLE OR IN PART, NEGLIGENCE, BREACH OF ANY KIND CONTRACT OR NATURE OTHER FAULT, OR STRICT LIABILITY WITHOUT REGARD TO FAULT (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITYEQUITY OR OTHERWISE), OR KNOWN OR UNKNOWN, TO THE MAXIMUM EXTENT THAT SUCH BORROWER NOW RIGHTS, REMEDIES, CLAIMS, DEMANDS AND CAUSES OF ACTION MAY LAWFULLY BE RELEASED AND WAIVED AND TO THE EXTENT ARISING OR OCCURRING ON OR PRIOR TO THE DATE OF THIS AGREEMENT. IN FURTHERANCE HEREOF, THE LOAN PARTIES REPRESENT THAT EACH OF THEM HAS OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER OR OPPORTUNITY TO ENGAGE LEGAL COUNSEL IN CONNECTION WITH ANY THE NEGOTIATION, EXECUTION AND DELIVERY OF THIS AGREEMENT, NONE OF THEM CONSIDERS ITSELF TO BE IN A SIGNIFICANTLY DISPARATE BARGAINING POSITION WITH RESPECT TO THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS OF THEM VOLUNTARILY CONSENTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYTHIS AGREEMENT.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY BORROWER HEREBY RELEASES, ACQUITSDISCHARGES AND ACQUITS FOREVER THE ADMINISTRATIVE AGENT, THE AUCTION AGENT, THE ISSUING BANK AND FOREVER DISCHARGES LENDER THE LENDERS AND ITS THEIR RESPECTIVE OFFICERS, DIRECTORS, TRUSTEES, AGENTS, EMPLOYEESEMPLOYEES AND COUNSEL (IN EACH CASE, SUCCESSORSPAST, PRESENT OR FUTURE) FROM ANY AND ASSIGNS ALL CLAIMS EXISTING AS OF THE DATE HEREOF (COLLECTIVELYOR THE DATE OF ACTUAL EXECUTION HEREOF BY THE BORROWER, IF LATER). AS USED HEREIN, THE “RELEASED PARTIES”), FROM TERM "CLAIM" MEANS ANY AND ALL LIABILITIES, CLAIMS, DEFENSES, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION ACTION, JUDGMENTS, DEFICIENCIES, INTEREST, LIENS, COSTS OR EXPENSES (INCLUDING COURT COSTS, PENALTIES, ATTORNEYS' FEES AND DISBURSEMENTS, AND AMOUNTS PAID IN SETTLEMENT) OF ANY KIND AND CHARACTER WHATSOEVER, INCLUDING CLAIMS FOR USURY, BREACH OF CONTRACT, BREACH OF COMMITMENT, NEGLIGENT MISREPRESENTATION, FRAUD OR NATURE (IF THERE BE ANY)FAILURE TO ACT IN GOOD FAITH, IN EACH CASE WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR NOW KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS SUSPECTED OR EVER HAD AGAINST ANY OF THE RELEASED PARTIES ARISING UNDER UNSUSPECTED, ASSERTED OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS UNASSERTED OR OTHERWISEPRIMARY OR CONTINGENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES OF ACTION AND WHETHER ARISING OUT OF WRITTEN DOCUMENTS, UNWRITTEN UNDERTAKINGS, COURSE OF CONDUCT, TORT, VIOLATIONS OF LAWS OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY REGULATIONS OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYOTHERWISE.

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENT, EACH (a) BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES LENDER ON BEHALF OF ITSELF AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “RELEASED BORROWER RELEASE PARTIES”), HEREBY FULLY, FINALLY AND COMPLETELY RELEASE AND FOREVER DISCHARGE LENDER, LENDER’S SERVICERS, AND THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES, PARENTS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, ATTORNEYS, AGENTS AND PROPERTIES, PAST, PRESENT AND FUTURE, AND THEIR RESPECTIVE HEIRS, PERSONAL REPRESENTATIVES, DISTRIBUTEES, SUCCESSORS AND ASSIGNS (COLLECTIVELY AND INDIVIDUALLY, THE “LENDER RELEASE PARTIES”), OF AND FROM ANY AND ALL CLAIMS, CONTROVERSIES, DISPUTES, LIABILITIES, CLAIMSOBLIGATIONS, DEMANDS, DAMAGES, EXPENSESDEBTS, ACTIONSLIENS, OR ACTIONS AND CAUSES OF ACTION OF ANY KIND AND EVERY NATURE WHATSOEVER, KNOWN OR NATURE (IF THERE BE ANY)UNKNOWN, WHETHER ABSOLUTE OR CONTINGENTAT LAW, DISPUTED OR UNDISPUTED, AT LAW BY STATUTE OR IN EQUITY, IN CONTRACT OR KNOWN IN TORT, UNDER STATE OR UNKNOWNFEDERAL JURISDICTION, THAT AND WHETHER OR NOT THE ECONOMIC EFFECTS OF SUCH ALLEGED MATTERS ARISE OR ARE DISCOVERED IN THE FUTURE, WHICH THE BORROWER NOW HAS OR EVER HAD AGAINST ANY RELEASE PARTIES HAVE AS OF THE RELEASED EXECUTION DATE OR MAY CLAIM TO HAVE AGAINST THE LENDER RELEASE PARTIES ARISING UNDER OUT OF OR IN CONNECTION WITH RESPECT TO ANY OF AND ALL TRANSACTIONS RELATING TO THE LOAN OR THE LOAN DOCUMENTS OCCURRING ON OR OTHERWISEBEFORE THE EXECUTION DATE, INCLUDINGINCLUDING ANY LOSS, COST OR DAMAGE OF ANY KIND OR CHARACTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR IN ANY WAY RESULTING FROM THE ACTS, ACTIONS OR OMISSIONS OF THE LENDER RELEASE PARTIES OCCURRING ON OR BEFORE THE EXECUTION DATE. THE FOREGOING RELEASE IS INTENDED TO BE, AND IS, A FULL, COMPLETE AND GENERAL RELEASE IN FAVOR OF THE LENDER RELEASE PARTIES WITH RESPECT TO ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION AND OTHER MATTERS DESCRIBED THEREIN, INCLUDING SPECIFICALLY, WITHOUT LIMITATION, ANY SUCH LIABILITIES, CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, DEMANDS OR CAUSES OF ACTION ARISING OUT BASED UPON ALLEGATIONS OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, BREACH OF ANY ALLEGED DUTY OF FAIR DEALING IN GOOD FAITH, ECONOMIC COERCION, USURY, UNFAIR BARGAINING POSITIONOR ANY OTHER THEORY, UNCONSCIONABILITYCAUSE OF ACTION, VIOLATION OCCURRENCE, MATTER OR THING WHICH MIGHT RESULT IN LIABILITY UPON THE LENDER RELEASE PARTIES ARISING OR OCCURRING ON OR BEFORE THE EXECUTION DATE. THE BORROWER RELEASE PARTIES UNDERSTAND AND AGREE THAT THE FOREGOING GENERAL RELEASE IS IN CONSIDERATION FOR THE AGREEMENTS OF LAWLENDER CONTAINED IN THE MODIFICATION AGREEMENTS AND THAT THEY WILL RECEIVE NO FURTHER CONSIDERATION FOR SUCH RELEASE. IN ADDITION, NEGLIGENCEBORROWER AGREES NOT TO COMMENCE, ERROR JOIN IN, PROSECUTE OR OMISSION PARTICIPATE IN ACCOUNTING ANY SUIT OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED OTHER PROCEEDING IN A POSITION WHICH IS ADVERSE TO ANY PERSON OF THE LENDER RELEASE PARTIES ARISING DIRECTLY OR INDIRECTLY FROM ANY CLAIM OF THE FOREGOING MATTERS. NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT TO THE CONTRARY, IN THE EVENT THAT IT HAS ANY OF THE CONVEYANCE DOCUMENTS ARE EVER HAD RENDERED VOID OR CLAIMED RESCINDED BY OPERATION OF LAW OR OTHERWISE, AND ANY SETTLEMENT EFFECTED UNDER THIS AGREEMENT IS DEEMED VOID OR IS NO LONGER IN FORCE OR EFFECT, THE RELEASE HEREIN CREATED SHALL NOT BE RESCINDED BUT SHALL REMAIN IN FULL FORCE AND EFFECT AND UNAFFECTED THEREBY. NOTHING HEREIN SHALL TRANSFER TO HAVE AGAINST TRANSFEREE, NOR SHALL TRANSFEREE ACCEPT OR ASSUME, ANY RELEASED PARTYSUCCESSOR DEVELOPER OBLIGATION, LIABILITY OR STATUS.

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER AND ITS OFFICERS, DIRECTORSOR ANY OF THEIR PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSSUCCESSORS AND ASSIGNS. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND ASSIGNS (COLLECTIVELYEACH AGENT'S AND EACH LENDER'S PREDECESSORS, THE “RELEASED PARTIES”)AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE MATURED OR CONTINGENTUNMATURED, DISPUTED SUSPECTED OR UNDISPUTEDUNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT AND CONSENT IS EXECUTED, THAT SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THIS AMENDMENT AND CONSENT. THE RELEASES AND DISCHARGES IN THIS SECTION 8 SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THIS AMENDMENT AND CONSENT ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR NOT OCCUR AFTER THE DATE HEREOF. [Remainder of page intentionally left blank; signatures on following pages.] Delivered as of the day and year first above written. TOKHEIM CORPORATION By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- GASBOY INTERNATIONAL, CLAIMSINC. By ------------------------------------------- Title ---------------------------------------- TOKHEIM INVESTMENT CORP. By ------------------------------------------- Title ---------------------------------------- MANAGEMENT SOLUTIONS, DEMANDSINC. By ------------------------------------------- Title ---------------------------------------- SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By ------------------------------------------- Title ---------------------------------------- TOKHEIM SERVICES LLC By ------------------------------------------- Title ---------------------------------------- TOKHEIM RPS, DAMAGESLLC By ------------------------------------------- Title ---------------------------------------- ABN AMRO BANK N.V., EXPENSESas Administrative Agent, ACTIONSas Issuing Lender and as a Lender By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- AMSOUTH BANK, OR CAUSES as Documentation Agent and as a Lender By ------------------------------------------- Title ---------------------------------------- BANK ONE, INDIANA, NATIONAL ASSOCIATION, as a Lender By ------------------------------------------- Title ---------------------------------------- CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By ------------------------------------------- Title ---------------------------------------- CREDIT AGRICOLE INDOSUEZ, as a Lender By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- BEAR, XXXXXXX & CO., INC., as a Lender By ------------------------------------------- Title ---------------------------------------- BANKERS TRUST COMPANY, as a Lender By ------------------------------------------- Title ---------------------------------------- SENIOR DEBT PORTFOLIO, as a Lender By: Boston Management and Research, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- XXXXX XXXXX SENIOR INCOME TRUST, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- OXFORD STRATEGIC INCOME FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- FINOVA CAPITAL CORPORATION, as a Lender By ------------------------------------------- Title ---------------------------------------- BANK PEKAO SA (FORMERLY KNOWN AS BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH), as a Lender By ------------------------------------------- Title ---------------------------------------- OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By ------------------------------------------- Title ---------------------------------------- OAKTREE CAPITAL MANAGEMENT, LLC, on behalf of certain funds and accounts, as a Lender By ------------------------------------------- Title ---------------------------------------- ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By ------------------------------------------- Title ---------------------------------------- WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By ------------------------------------------- Title ---------------------------------------- BARCLAYS BANK PLC, as a Lender By ------------------------------------------- Title ---------------------------------------- XXXXXXX XXXXX CREDIT PARTNERS L.P., as a Lender By ------------------------------------------- Title ---------------------------------------- EXHIBIT 1 FORM OF ACTION ARISING OUT REAFFIRMATION OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTLOAN DOCUMENTS October 31, FRAUD2001 ABN AMRO Bank N.V., LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTY.as Administrative Agent and the other parties to the Credit Agreement referred to below Re: Reaffirmation of Loan Documents Ladies and Gentlemen: Please refer to:

Release of Claims. TO INDUCE LENDER TO ENTER INTO THIS AMENDMENTFOR AND IN CONSIDERATION OF KIA’S AGREEMENTS CONTAINED HEREIN, EACH BORROWERTHE COMPANY, TOGETHER WITH ITS, SUCCESSORS AND BY GUARANTORS’ SIGNATURES TO THE CONSENT ASSIGNS (INDIVIDUALLY AND REAFFIRMATIONCOLLECTIVELY, EACH GUARANTOR VOLUNTARILY, “RELEASORS”) HEREBY VOLUNTARILY AND KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, RELEASES AND FOREVER WAIVES AND DISCHARGES LENDER KIA AND EACH OF ITS OFFICERSRESPECTIVE PARENTS, DIRECTORSDIVISIONS, AGENTSSUBSIDIARIES, EMPLOYEESAFFILIATES, MEMBERS, MANAGERS, PARTICIPANTS, PREDECESSORS, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE CURRENT AND FORMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, PARTNERS, AGENTS, AND EMPLOYEES, AND EACH OF THEIR RESPECTIVE PREDECESSORS, SUCCESSORS, HEIRS, AND ASSIGNS (INDIVIDUALLY AND COLLECTIVELY, THE “RELEASED PARTIES”)) FROM ALL POSSIBLE CLAIMS, FROM ANY AND ALL LIABILITIES, CLAIMSCOUNTERCLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, WHETHER KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, OR CAUSES OF ACTION OF ANY KIND OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, IN ANY CASE ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWN, BEFORE THE EFFECTIVE DATE THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY OF THE RELEASORS MAY NOW HAVE AGAINST THE RELEASED PARTIES PARTIES, IF ANY, IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ARISING DIRECTLY OR INDIRECTLY FROM THE KIA NOTE, ANY PRIOR OR EXISTING LOANS BETWEEN RELEASORS ANY RELEASED PARTIES, THE KIA NOTE, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS DOCUMENTS, AND/OR OTHERWISENEGOTIATION FOR AND EXECUTION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIESCONTRACTING FOR, CLAIMSCHARGING, DEMANDSTAKING, DAMAGESRESERVING, EXPENSES, ACTIONS, COLLECTING OR CAUSES RECEIVING INTEREST IN EXCESS OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCTTHE HIGHEST LAWFUL RATE APPLICABLE. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS OF THE RELEASORS WAIVES THE BENEFITS OF ANY LAW INCLUDING SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH MAY PROVIDE IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO LENDER THAT CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO MUST HAVE AGAINST ANY RELEASED PARTYMATERIALLY AFFECTED ITS SETTLEMENT WITH THE DEBTOR.”

Release of Claims. TO INDUCE THE LENDER TO ENTER INTO THIS AMENDMENT, EACH THE BORROWER, THE PARENT, EACH SUBSIDIARY GUARANTOR AND BY GUARANTORS’ SIGNATURES EACH DST PARTY HERETO HEREBY (A) REPRESENTS AND WARRANTS THAT AS OF THE DATE OF THIS AMENDMENT THERE ARE NO CLAIMS OR OFFSETS AGAINST OR DEFENSES OR COUNTERCLAIMS TO ITS OBLIGATIONS UNDER THE LOAN DOCUMENTS, AND WAIVES ANY AND ALL SUCH CLAIMS, OFFSETS, DEFENSES, OR COUNTERCLAIMS, WHETHER KNOWN OR UNKNOWN, ARISING PRIOR TO THE CONSENT AND REAFFIRMATIONDATE OF THIS AMENDMENT, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, (B) RELEASES AND FOREVER DISCHARGES LENDER AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”), PERSONS FROM ANY AND ALL LIABILITIES, RELEASED CLAIMS, DEMANDSAND (C) COVENANTS NOT TO ASSERT (AND NOT TO ASSIST OR ENABLE ANY OTHER PERSON TO ASSERT) ANY RELEASED CLAIM AGAINST ANY RELEASED PERSON. THE BORROWER, DAMAGESTHE PARENT, EXPENSES, ACTIONS, OR CAUSES OF ACTION EACH SUBSIDIARY GUARANTOR AND EACH DST PARTY HERETO ACKNOWLEDGES AND AGREES THAT SUCH RELEASE IS A GENERAL RELEASE OF ANY KIND AND ALL RELEASED CLAIMS THAT CONSTITUTES A FULL AND COMPLETE SATISFACTION FOR ALL OR NATURE (IF THERE BE ANY), WHETHER ABSOLUTE ANY ALLEGED INJURIES OR CONTINGENT, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, OR KNOWN OR UNKNOWN, THAT SUCH BORROWER NOW HAS OR EVER HAD AGAINST ANY DAMAGES ARISING OUT OF THE RELEASED PARTIES ARISING UNDER OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY SUCH LIABILITIES, RELEASED CLAIMS, DEMANDS, DAMAGES, EXPENSES, ACTIONS, OR CAUSES ALL OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACT, FRAUD, LENDER LIABILITY OR MISCONDUCT, BREACH OF FIDUCIARY DUTY, USURY, UNFAIR BARGAINING POSITION, UNCONSCIONABILITY, VIOLATION OF LAW, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER WHICH ARE HEREIN COMPROMISED AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYSETTLED.

Release of Claims. EACH BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT IT DOES NOT HAVE ANY DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO INDUCE REDUCE OR ELIMINATE ALL OR ANY PART OF THE LIABILITY OF SUCH BORROWER TO REPAY ANY AGENT OR ANY LENDER AS PROVIDED IN THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS OR TO ENTER INTO THIS AMENDMENT, EACH BORROWER, AND BY GUARANTORS’ SIGNATURES TO THE CONSENT AND REAFFIRMATION, EACH GUARANTOR VOLUNTARILY, KNOWINGLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ANY AGENT OR ANY LENDER AND ITS OFFICERS, DIRECTORSOR ANY OF THEIR PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORSSUCCESSORS AND ASSIGNS. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER DISCHARGES THE AGENTS AND THE LENDERS, AND ASSIGNS (COLLECTIVELYEACH AGENT'S AND EACH LENDER'S PREDECESSORS, THE “RELEASED PARTIES”)AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, FROM ANY AND ALL LIABILITIES, POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, EXPENSESCOSTS, ACTIONSEXPENSES AND LIABILITIES WHATSOEVER, KNOWN OR CAUSES OF ACTION OF ANY KIND UNKNOWN, ANTICIPATED OR NATURE (IF THERE BE ANY)UNANTICIPATED, WHETHER ABSOLUTE MATURED OR CONTINGENTUNMATURED, DISPUTED SUSPECTED OR UNDISPUTEDUNSUSPECTED, FIXED, CONTINGENT OR CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR KNOWN IN PART ON OR UNKNOWNBEFORE THE DATE THIS AMENDMENT AND CONSENT IS EXECUTED, THAT SUCH BORROWER MAY NOW HAS OR EVER HAD HEREAFTER HAVE AGAINST ANY SUCH AGENT OR LENDER, AND SUCH AGENT'S OR LENDER'S PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF THE RELEASED PARTIES ARISING UNDER WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR IN CONNECTION WITH ANY OF THE LOAN DOCUMENTS REGULATION OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE EXERCISE OF ANY SUCH LIABILITIESRIGHT OR REMEDY UNDER THE CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AND NEGOTIATION AND EXECUTION OF THIS AMENDMENT AND CONSENT. THE RELEASES AND DISCHARGES IN THIS SECTION 7 SHALL BE EFFECTIVE REGARDLESS OF WHETHER THE CONDITIONS TO THE EFFECTIVENESS OF THIS AMENDMENT AND CONSENT ARE SATISFIED AND REGARDLESS OF ANY OTHER EVENT THAT MAY OCCUR OR NOT OCCUR AFTER THE DATE HEREOF. [Remainder of page intentionally left blank; signatures on following pages.] Delivered as of the day and year first above written. TOKHEIM CORPORATION By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- GASBOY INTERNATIONAL, CLAIMSINC. By ------------------------------------------- Title ---------------------------------------- TOKHEIM INVESTMENT CORP. By ------------------------------------------- Title ---------------------------------------- MANAGEMENT SOLUTIONS, DEMANDSINC. By ------------------------------------------- Title ---------------------------------------- SUNBELT HOSE & PETROLEUM EQUIPMENT INC. By ------------------------------------------- Title ---------------------------------------- TOKHEIM SERVICES LLC By ------------------------------------------- Title ---------------------------------------- TOKHEIM RPS, DAMAGESLLC By ------------------------------------------- Title ---------------------------------------- SIGNATURE PAGE TO TOKHEIM FOURTH AMENDMENT AND CONSENT ABN AMRO BANK N.V., EXPENSESas Administrative Agent, ACTIONSas Issuing Lender and as a Lender By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- AMSOUTH BANK, OR CAUSES as Documentation Agent and as a Lender By ------------------------------------------- Title ---------------------------------------- BANK ONE, INDIANA, NATIONAL ASSOCIATION, as a Lender By ------------------------------------------- Title ---------------------------------------- CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By ------------------------------------------- Title ---------------------------------------- CREDIT AGRICOLE INDOSUEZ, as a Lender By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- BEAR, XXXXXXX & CO., INC., as a Lender By ------------------------------------------- Title ---------------------------------------- BANKERS TRUST COMPANY, as a Lender By ------------------------------------------- Title ---------------------------------------- SIGNATURE PAGE TO TOKHEIM FOURTH AMENDMENT AND CONSENT SENIOR DEBT PORTFOLIO, as a Lender By: Boston Management and Research, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- XXXXX XXXXX SENIOR INCOME TRUST, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- OXFORD STRATEGIC INCOME FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND, as a Lender By: Xxxxx Xxxxx Management, as Investment Advisor By ------------------------------------------- Title ---------------------------------------- CREDIT INDUSTRIEL ET COMMERCIAL, as a Lender By ------------------------------------------- Title ---------------------------------------- By ------------------------------------------- Title ---------------------------------------- FINOVA CAPITAL CORPORATION, as a Lender By ------------------------------------------- Title ---------------------------------------- SIGNATURE PAGE TO TOKHEIM FOURTH AMENDMENT AND CONSENT BANK PEKAO SA (FORMERLY KNOWN AS BANK POLSKA KASA OPIEKI S.A., NEW YORK BRANCH), as a Lender By ------------------------------------------- Title ---------------------------------------- OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender By ------------------------------------------- Title ---------------------------------------- OAKTREE CAPITAL MANAGEMENT, LLC, as agent and on behalf of certain funds and accounts, as a Lender By ------------------------------------------- Title ---------------------------------------- ARES LEVERAGED INVESTMENT FUND II, L.P., as a Lender By: ARES Management II, L.P., its General Partner By ------------------------------------------- Title ---------------------------------------- WHIPPOORWILL/TOKHEIM OBLIGATIONS TRUST-2000, as a Lender By: Whippoorwill Associates, Incorporated, as its investment representative and advisor By ------------------------------------------- Title ---------------------------------------- BARCLAYS BANK PLC, as a Lender By ------------------------------------------- Title ---------------------------------------- XXXXXXX XXXXX CREDIT PARTNERS L.P., as a Lender By ------------------------------------------- Title ---------------------------------------- SIGNATURE PAGE TO TOKHEIM FOURTH AMENDMENT AND CONSENT ATTACHMENT A EXPLANATION OF ACTION ARISING OUT OF OR RELATING TO A CLAIM OF BREACH OF CONTRACTTOKHEIM SOUTH AFRICA (PTY) LTD.'S PROPOSED JOINT VENTURE In order to address newly enacted regulations in South Africa, FRAUDTokheim Corporation ("Tokheim") proposes a joint venture between its subsidiary Tokheim South Africa (Pty) Ltd. ("TSAL") and Milleneum Pump Services (Western Cape) (Pty) Ltd ("Milleneum"). Currently, LENDER LIABILITY OR MISCONDUCTTSAL has approximately 20 service technicians covering only part of South Africa. This business generates revenues of around $2.5 million per year, BREACH OF FIDUCIARY DUTYalthough it is not profitable. The facilities in South Africa are a main building for dispenser assembly and a small service building for refurbishments and spare parts. Milleneum was established in June 1999, USURYwith a head office in Cape Town and a branch in Port Xxxxxxxxx. Milleneum's main business is in field maintenance on all makes of dispensers and pumps, UNFAIR BARGAINING POSITIONas well as installation and maintenance of E Fuel equipment. It also has a workshop that refurbishes all makes of dispensers and pumps. Through 15 service vehicles and 27 employees, UNCONSCIONABILITYMilleneum is able to provide service from 8 technician bases throughout the country. Milleneum's major customers are Xxxxx, VIOLATION OF LAWXX, NEGLIGENCE, ERROR OR OMISSION IN ACCOUNTING OR CALCULATIONS, MISAPPROPRIATION OF FUNDS, TORTIOUS CONDUCT OR RECKLESS OR WILLFUL MISCONDUCT. EACH BORROWER AND EACH GUARANTOR REPRESENTS AND WARRANTS TO LENDER THAT IT HAS NOT TRANSFERRED OR ASSIGNED TO ANY PERSON ANY CLAIM THAT IT HAS EVER HAD OR CLAIMED TO HAVE AGAINST ANY RELEASED PARTYAfric Oil and Excel.