Common use of Right to Cure Clause in Contracts

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.10, until the expiration of the 15th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, Article VIII and until the expiration of the 15th tenth (10th) Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.01(a) or (b), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions as applicable, with respect to the capital applicable fiscal quarter (or the fiscal year ended on the last day of Holdings, and in each case, to contribute any such cash to the capital of Borrower fiscal quarter) hereunder (collectivelysuch date, the “Cure RightExpiration Date”), the Borrower may engage in a Permitted Equity Issuance and upon apply the receipt by Borrower amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: proceeds (i) Consolidated EBITDA shall are actually received by the Borrower no later than ten (10) Business Days after the date on which financial statements are required to be increaseddelivered with respect to such fiscal quarter hereunder, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to comply with Article VIII for any applicable period, and (iv) shall not result in any pro forma reduction in Indebtedness for the purposes of determining compliance with the financial covenant set forth in Article VIII for the fiscal quarter in which such Permitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 9.04(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating the any financial covenants ratios other than as applicable to Article VIII and shall not for result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth Consolidated EBITDA referred to in Section 6.10the immediately preceding sentence.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01 or 9.02, in the event that the Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.108.10, then: (a) until the expiration of the 15th fifteenth (15th) Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered with respect to such fiscal quarter pursuant to Section 5.01(d7.01(a) or (b), Holdings the Borrower shall have the right to issue Permitted Cure Securities Qualified Capital Stock to a Person other than a Subsidiary of the Borrower or an Unrestricted Subsidiary for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 8.10 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA of the Borrower as used in the financial covenants covenant set forth in Section 8.10 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increasedincreased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenants covenant set forth in Section 8.10 and not for any other purpose under this AgreementAgreement (including, but not limited to, determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or the Commitment Fee Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents); provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters), by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.108.10, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 8.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 8.10 that had occurred shall be deemed cured for all purposes of this Agreement; and (iiib) The upon receipt by the Administrative Agent of written notice, prior to the expiration of the fifteenth (15th) Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 7.01(a) or (b) (the “Anticipated Cure Amount shall be included additionally in Deadline”), that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrower intends to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans or terminate the Commitments held by them or to exercise remedies against the Collateral or exercise any other remedies on the basis of a failure to comply with the requirements of the financial covenants covenant set forth in Section 8.10 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension to the Borrower under the Revolving Facility shall be required to be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 8.10 and such non-compliance has not for any other purpose under been cured in accordance with the provisions of this Agreement. (b) Section 9.03. Notwithstanding anything herein to the contrary, (i) in each four-four (4) fiscal quarter period, there shall be at least two (2) fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of the Revolving Facility and (iii) for purposes of this Section 8.049.03, the Cure Amount utilized shall be no greater than the amount required for purposes of curing complying with the non-compliance with financial covenants covenant set forth in Section 6.108.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01 or 9.02, in the event that Borrower fails the Borrowers fail to comply with the requirements of any the financial covenants covenant set forth in Section 6.108.10(a) at any time when Holdings is required to comply with such financial covenant, pursuant to the terms thereof, then (A) until the expiration of the 15th fifteenth Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered pursuant to Section 5.01(d7.01(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), Holdings shall have the right to issue Permitted Cure Securities or obtain a contribution to its equity (which shall be in the form of common equity or otherwise in a form reasonably acceptable to the Administrative Agent and which are not Otherwise Applied (but which shall not include the Specified Equity Proceeds)) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower Holdings of such cash (the “Cure Amount”) ), pursuant to the exercise by Holdings of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 8.10(a) and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; andprovided that (1) the receipt by Holdings of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness (including as unrestricted cash or Cash Equivalents of Holdings and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); (ii) If, after giving effect to the foregoing recalculations, Borrower the Borrowers shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.108.10(a), Borrower the Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 8.10(a) that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The upon receipt by the Administrative Agent of written notice, on or prior to the Anticipated Cure Amount shall be included additionally in Deadline, that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrowers intend to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of the financial covenants and covenant set forth in Section 8.10(a), unless such failure is not for cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline. For the avoidance of doubt, the Borrowers shall not be able to obtain any other purpose under this Agreement. (b) Credit Extension hereunder until receipt by the Administrative Agent of the Cure Amount. Notwithstanding anything set forth herein to the contrary, (i) in each fourfour consecutive fiscal-fiscal quarter period, period there shall be at least two fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of this Agreement and (iii) for purposes of this Section 8.048.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of curing to remedy the non-compliance applicable failure to comply with the financial covenants covenant set forth in Section 6.108.10(a).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that the Borrower fails (or, but for the operation of this Section 8.03, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, until the expiration of the 15th Business Day 20th day subsequent to the date the certificate calculating compliance with such financial covenant Financial Performance Covenant is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and and, in each case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to the Administrative Agent, all financial covenants such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA shall be increasedincreased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised and (ii) for purposes of this Section 8.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this paragraph (b), the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for this purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01 or 8.02, in the event that the Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.107.11, then (A) until the expiration of the 15th Business Day 10th day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered with respect to such fiscal quarter pursuant to Section 5.01(d6.01(a) or 6.01(b), Holdings the Borrower shall have the right to issue Permitted Cure Securities common equity to Holdings for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 7.11 and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) for such fiscal quarter of the Loan Parties or their Restricted Subsidiaries), by an amount equal to the Cure Amount; provided that the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) for such fiscal quarter of the Loan Parties or their Restricted Subsidiaries); and (ii) If, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.107.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 7.11 that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a1) Notwithstanding anything to the contrary contained in Section 8.018.01 or Section 8.02, in but subject to Sections 8.04(2) and (3), for the event that purpose of determining whether an Event of Default under the Financial Covenant has occurred, the Borrower fails to comply with may on one or more occasions designate any portion of the requirements Net Proceeds from any Permitted Equity Issuance or of any financial covenants set forth in Section 6.10, until contribution to the expiration common equity capital of the 15th Business Day subsequent Borrower (or from any other contribution to capital or sale or issuance of any other Equity Interests on terms reasonably satisfactory to the date Administrative Agent (acting at the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(dDirection of the Required Lenders), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash ) (the “Cure Amount”) pursuant as an increase to Consolidated EBITDA of the Borrower for the applicable fiscal quarter; provided that (a) such amounts to be designated are actually received by the Borrower (i) on and after the first Business Day of the applicable fiscal quarter and (ii) on and prior to the exercise by Holdings tenth (10th) Business Day after the date on which financial statements are required to be delivered with respect to such applicable fiscal quarter (the “Cure Expiration Date”), (b) such amounts to be designated do not exceed the maximum aggregate amount necessary to cure any Event of Default under the Financial Covenant as of such Cure Right and written date, and (c) the Borrower will have provided notice to the Administrative Agent, all financial covenants shall be recalculated giving effect Agent on the date such amounts are designated as a “Cure Amount” (it being understood that to the following pro forma adjustments: (i) extent such notice is provided in advance of delivery of a Compliance Certificate for the applicable period, the amount of such Net Proceeds that is designated as the Cure Amount may be lower than specified in such notice to the extent that the amount necessary to cure any Event of Default under the Financial Covenant is less than the full amount of such originally designated amount). The Cure Amount used to calculate Consolidated EBITDA shall for one fiscal quarter will be increasedused and included when calculating Consolidated EBITDA for each Test Period that includes such fiscal quarter. The parties hereby acknowledge that this Section 8.04(1) may not be relied on for purposes of calculating any financial ratios other than as applicable to the Financial Covenant (and may not be included for purposes of determining pricing, solely for mandatory prepayments and the purpose availability or amount permitted pursuant to any covenant under Article VII) and may not result in any adjustment to any amounts (including the amount of measuring Indebtedness) or increase in cash with respect to the financial covenants fiscal quarter with respect to which such Cure Amount was received other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence, except with respect to any future fiscal quarters occurring after the fiscal quarter with respect to which such Cure Amount was received to the extent such proceeds are actually applied to prepay Indebtedness under the Facilities. Notwithstanding anything to the contrary contained in Section 8.01 and not for any other purpose under this AgreementSection 8.02, (A) upon designation of the Cure Amount by the Borrower in an amount equal necessary to cure any Event of Default under the Cure Amount; and (ii) IfFinancial Covenant, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall Financial Covenant will be deemed to have satisfied the requirements of Section 6.10 and complied with as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, with the Financial Covenant and any Event of Default under the applicable breach or Financial Covenant (and any other Default of such financial covenant that had occurred shall as a result thereof) will be deemed cured not to have occurred for purposes of the Loan Documents and (B) from and after the date that the Borrower delivers a written notices to the Administrative Agent that it intends to exercise its cure right under this Agreement; andSection 8.04 (a “Notice of Intent to Cure”) neither the Administrative Agent nor any Lender may exercise any rights or remedies under Section 8.02 (or under any other Loan Document) on the basis of any actual or purported Event of Default under the Financial Covenant (and any other Default as a result thereof) until and unless the Cure Expiration Date has occurred without the Cure Amount having been designated. (iii2) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the In each period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter periodquarters, there shall be at least no more than two (2) fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants cure right set forth in Section 6.108.04(1) is exercised. (3) There shall be no more than five (5) fiscal quarters in which the cure rights set forth in Section 8.04(1) are exercised during the term of the Facilities.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01 or 9.02, in the event that Borrower fails the Borrowers fail to comply with the requirements of any the financial covenants covenant set forth in Section 6.108.10(a) at any time when the Company is required to comply with such financial covenant, pursuant to the terms thereof, then (A) until the expiration of the 15th fifteenth Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered pursuant to Section 5.01(d7.01(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), Holdings the Company shall have the right to issue Permitted Cure Securities or obtain a contribution to its equity (which shall be in the form of common equity, the Series A Convertible Preferred Stock or otherwise in a form reasonably acceptable to the Administrative Agent) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower the Company of such cash (the “Cure Amount”) ), pursuant to the exercise by Holdings the Company of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 8.10(a) and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; andprovided that (1) the receipt by the Company of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness (including as unrestricted cash or Cash Equivalents of the Company and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); (ii) If, after giving effect to the foregoing recalculations, Borrower the Borrowers shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.108.10(a), Borrower the Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 8.10(a) that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The upon receipt by the Administrative Agent of written notice, on or prior to the Anticipated Cure Amount shall be included additionally in Deadline, that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrowers intend to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of the financial covenants and covenant set forth in Section 8.10(a), unless such failure is not for cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline. For the avoidance of doubt, the Company shall not be able to obtain any other purpose under this Agreement. (b) Credit Extension hereunder until receipt by the Administrative Agent of the Cure Amount. Notwithstanding anything herein to the contrary, (i) in each fourfour consecutive fiscal-fiscal quarter period, period there shall be at least two fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of this Agreement and (iii) for purposes of this Section 8.048.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of curing to remedy the non-compliance applicable failure to comply with the financial covenants covenant set forth in Section 6.108.10(a).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that Borrower fails the Co-Borrowers fail to comply with the requirements of any financial covenants set forth in Section 6.10subsections (b) (c), or (d) above by an amount not exceeding forty percent (40%) of the then-required applicable covenant level for any calendar month or the Co-Borrowers fail to comply with the financial covenant set forth in subsection (a) above by any amount of the then-required applicable covenant level for any calendar month, in each case, until the expiration of the 15th fifth (5th) Business Day subsequent to the date the certificate calculating compliance with such on which monthly financial covenant is statements are required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower 7.01 (collectively, the “Cure RightPeriod”), the Co-Borrowers shall be permitted to cure such failure to comply by way of (i) in the case of failure to comply with the financial covenant set forth in subsection (a) above, a decrease in the Elected Working Capital Line Cap pursuant to the last paragraph in the definition of Elected Working Capital Line Cap (an “EWCLC Reduction Cure”) or (ii) in the case of failure to comply with the financial covenants set forth in subsections (a), (b), (c) or (d) above, receiving Cure Contributions, and upon the receipt by Borrower of date on which the Cure Period expires, such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely Cure Contributions. Solely for the purpose of measuring curing a financial covenant pursuant to a Cure Contribution, any such Cure Contributions shall be included in the financial covenants and not calculation of Net Working Capital, Adjusted Tangible Net Worth, or Adjusted EBITDA, as applicable, for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) most recently ended month. If, after giving effect to the foregoing recalculations, Borrower Co-Borrowers shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10such covenants, Borrower Co-Borrowers shall be deemed to have satisfied the requirements of Section 6.10 such covenants as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of any such financial covenant that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount Agreement and the other Loan Documents. Co-Borrowers shall be included additionally provide Agent with notice of intent to exercise their right to cure contained in this subsection within 45 days of the amount end of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter calendar month for which the Cure Right was exercised for purposes of calculating cure is sought. Notwithstanding anything to the financial covenants and not for any other purpose under contrary contained this Agreement. , from the date of receipt of such notice until the date on which the Cure Period expires, neither Agent nor any Bank shall exercise rights or remedies with respect to any Default or Event of Default solely on the basis that an Event of Default has occurred and is continuing under Section 7.09 (a), (b) Notwithstanding anything herein to (c), or (d). The Cure Contributions or EWCLC Reduction Cures, in the contraryaggregate, (i) in each four-fiscal quarter must be received no later than the end of the applicable Cure Period. In any rolling twelve month period, there shall be at least no more than two fiscal quarters (2) Cure Contributions or EWCLC Reduction Cures, in which the aggregate, submitted under this Section 7.09(e) permitted, and no more than three (3) Cure Right is not exercisedContributions or EWCLC Reduction Cures, (iiin the aggregate, submitted under this Section 7.09(e) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters permitted during which the Cure Right is not exercised and (iii) for purposes term of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Agreement.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, Article VIII and until the expiration of the 15th tenth (10th) Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.01(a) or (b), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions as applicable, with respect to the capital applicable fiscal quarter (or the fiscal year ended on the last day of Holdings, and in each case, to contribute any such cash to the capital of Borrower fiscal quarter) hereunder (collectivelysuch date, the “Cure RightExpiration Date”), the Borrower may engage in a Permitted Equity Issuance and upon apply the receipt by Borrower amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: proceeds (i) Consolidated EBITDA shall are actually received by the Borrower no later than ten (10) Business Days after the date on which financial statements are required to be increaseddelivered with respect to such fiscal quarter hereunder, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to comply with Article VIII for any applicable period, and (iv) shall not result in any pro forma reduction in Indebtedness for the purposes of determining compliance with the financial covenant set forth in Article VIII for the fiscal quarter in which such Permitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 9.04(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the financial covenants and not for any other purpose under this Agreementamount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) Notwithstanding anything herein to the contrary(i) In each period of four fiscal quarters, (i) in each four-fiscal quarter period, there shall be at least two (2) fiscal quarters in which the Cure Right no cure set forth in Section 9.04(a) is not exercised, made and (ii) during the term of this Agreement, the cure set forth in each eight-Section 9.04(a) shall not be exercised more than five times. (c) Notwithstanding anything to the contrary contained in Section 9.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the financial covenant set forth in Article VIII, the Borrower may cure such failure by repaying Revolving Credit Loans and Swing Line Loans and Cash Collateralizing 101% of the Outstanding Amount of all L/C Obligations no later than ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter period, there hereunder. Upon the effectiveness of such repayment and/or Cash Collateralization (i) the failure to comply with the financial covenant set forth in Article VIII that occurred (or would have occurred) shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) deemed cured for purposes of this Section 8.04Agreement and (ii) if prior to such time the Revolving Credit Lenders have declared all outstanding obligations under the Revolving Credit Facilities to be immediately due and payable solely as a result of such failure to comply with Article VIII, the Cure Amount such declaration shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10deemed to be automatically rescinded at such time.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that Borrower fails the Borrowers fail (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.106.13, until the expiration of the 15th Business Day subsequent to the later of (x) the date the certificate calculating compliance with such the financial covenant set forth in Section 6.13 is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings shall and (y) the date the Borrowers and their Restricted Subsidiaries are required to comply with Section 6.13 (such 15 Business Day period, the “Interim Period”), the Borrowers have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”)) to receive Curative Amounts, and upon the receipt by Borrower the Borrowers of such cash Curative Amounts (the “Cure AmountSpecified Contribution”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA shall be increasedincreased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the such financial covenants and covenant not for any other purpose under this Agreement, by an amount equal to the Specified Contribution; provided that, (i) in each four-fiscal-quarter period there shall be at least two fiscal quarters in respect of which the Cure Amount; and Right is not exercised and (ii) for purposes of this Section 7.02, the Specified Contribution shall be no greater than the amount required for purposes of complying with such financial covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 7.02, Borrower the Borrowers and their Restricted Subsidiaries shall then be in compliance with the requirements of all the financial covenants set forth in Section 6.10covenant, Borrower the Borrowers and their Restricted Subsidiaries shall be deemed to have satisfied the requirements of Section 6.10 such financial covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant that had occurred shall be deemed cured for this purposes of the Agreement. In addition to proviso (i) and (ii) above, (a) the Cure Right may be exercised no more than five times during the initial term of this Agreement; and (iii) The Cure Amount . During the Interim Period, neither the Agents nor any Lender shall have any right to exercise any default right or remedy that would otherwise be included additionally in available on the amount basis of Consolidated EBITDA for an Event of Default resulting from the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreementfailure to comply with Section 6.13. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.0111, in the event that the Borrower fails (or, but for the operation of this Section 11.13, would fail) to comply with the requirements Financial Covenants as of the last day of any financial covenants set forth in Section 6.10fiscal quarter, at any time after such last day until the expiration of the 15th day that is 10 Business Day subsequent to Days after the date the certificate calculating compliance with the Financial Covenants for such financial covenant fiscal quarter is required to be delivered pursuant to Section 5.01(d9.01(e), Holdings any Parent Company shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the its capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon which cash shall be contributed as common equity (or equity in a form otherwise reasonably acceptable to the receipt by Administrative Agent) to the Borrower of (such cash (contributed amount, the “Cure Amount”) pursuant to ), the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Financial Covenants shall be recalculated giving effect by increasing EBITDA with respect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increasedsuch fiscal quarter and any four-quarter period that contains such fiscal quarter, solely for the purpose of measuring the financial covenants Financial Covenants and not for any other purpose under this AgreementAgreement (including any “baskets”), by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) no more than five Cure Rights will be exercised in the aggregate during the term of this Agreement, (iii) for purposes of this Section 11.13, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Covenants, (iv) for the avoidance of doubt, in recalculating the Financial Covenants by increasing EBITDA as set forth above, there shall be no pro forma effect given to any reduction of Indebtedness with the Cure Amount during the fiscal quarter for which such Cure Right is exercised and (v) if the Cure Right is exercised, the Borrower shall not be permitted to make any borrowings or obtain Letters of Credit hereunder until the Borrower has received the Cure Amount. If, after giving effect to the foregoing recalculationsadjustments in this paragraph, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Covenants that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that the Borrower fails to comply with the requirements of Section 7.11(a) 7.11(b), then respect to any financial covenants set forth in failure to comply with Section 6.107.11(a) or 7.11(b), until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with such financial covenant Compliance Certificate for the applicable fiscal quarter is required to be delivered pursuant to Section 5.01(d6.02(a), Holdings the Borrower shall have the right be permitted to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute cure any such cash failure to the capital of Borrower (collectivelycomply by requesting that such Consolidated Total Net Leverage Ratio and/or Consolidated Interest Coverage Ratio, the “Cure Right”)as applicable, and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) by increasing Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, fiscal quarter most recently ended by an amount equal to the proceeds of common equity issued by the Borrower or by contributions to the common equity of the Borrower received by the Borrower on or after the last day of such fiscal quarter and prior to the expiration of such ten Business Day Period (and such proceeds, “Cure AmountProceeds”); and (iiprovided that the Borrower may not exercise its right to cure under this Section 7.11(c) Ifmore than twice, in the aggregate, in any four consecutive fiscal quarter period and more than five times, in the aggregate, prior to the Maturity Date. Any increase in Consolidated EBITDA pursuant to this Section 7.11(c) shall be taken into account in calculating the Financial Covenants under Sections 7.11(a) and 7.11(b) for any four-quarter period that includes the last fiscal quarter of the four-quarter period with respect to which such cure right was exercise. If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with the requirements of all financial covenants set forth in Section 6.10applicable Financial Covenant or Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 such Financial Covenant or Financial Covenants as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or Event of Default of such financial covenant that had occurred shall be deemed cured for purposes the purpose of this Agreement; and (iii) The Cure Amount shall be included additionally in Agreement and the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.Loan Documents

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails to comply with the requirements of any financial covenants covenant set forth in Section 6.106.08, until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d5.01(c), Holdings Parent shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of HoldingsParent, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings Parent of such Cure Right and written notice to the Administrative Agent, all such financial covenants covenant shall be recalculated giving effect to the following pro forma adjustments: (ia) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (iib) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants covenant set forth in Section 6.106.08, Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.08 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iiic) The To the extent a fiscal quarter ended for which such financial covenant is initially recalculated as a result of a Cure Right is included in the calculation of such financial covenant in a subsequent fiscal period, the Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the such fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding in such subsequent fiscal period; provided that, notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not may be exercised and no more than five times during the term of this Agreement, (iii) for purposes of this Section 8.048.03, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants covenant set forth in Section 6.106.08 and (iv) the Cure Amount will be disregarded for all other purposes under the Loan Documents (including calculating Consolidated EBITDA for purposes of determining basket levels and other items governed by reference to Consolidated EBITDA); provided, further that upon the Administrative Agent’s receipt of a notice from Borrower that it intends to exercise the Cure Right (a “Notice of Intent to Cure”), until the 10th Business Day following date of required delivery of the related Compliance Certificate to which such Notice of Intent to Cure relates, neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate or suspend the Commitments and neither the Administrative Agent nor any other Lender shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an allegation of an Event of Default having occurred and being continuing under Article VIII due to failure by Borrower to comply with the requirements of Section 6.08 for the applicable Test Period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that the Borrower fails (or, but for the operation of this Section 8.03, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, until the expiration of the 15th Business Day 20th day subsequent to the date the certificate calculating compliance with such financial covenant Financial Performance Covenant is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and and, in each case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to the Administrative Agent, all financial covenants such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA shall be increasedincreased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised and (ii) for purposes of this Section 8.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.03, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for this purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.0110.01, in the event that Borrower fails to comply with the requirements of any financial covenants Default or Event of Default under the covenant set forth in Section 6.108.13, until the expiration of the 15th Business Day subsequent to fifteenth (15th) day after the date on which the certificate calculating compliance with such financial covenant is statements are required to be delivered pursuant to Section 5.01(d7.01(a) or (b), as applicable, with respect to any Fiscal Quarter hereunder (the “Cure Period”), Holdings shall have may issue equity (provided such equity issuance does not result in a Change of Control and constitutes common equity or Qualified Capital Stock) and contribute the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions Net Cash Proceeds received therefrom to the capital of Holdings, and the Borrower as cash common equity (a “Specified Equity Contribution”)) in each case, order to contribute remedy any Event of Default that has occurred with respect to Section 8.13 for such cash to Fiscal Quarter. Upon such Specified Equity Contribution in accordance with the capital of Borrower (collectivelyimmediately preceding sentence, the “Cure Right”), and upon amount of the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increasedproceeds thereof shall, solely for the purpose of measuring the financial covenants purposes (and not for any other purpose under this Agreement, by an amount equal subject to the Cure Amount; and limitations) hereinafter described in this Section 10.04, increase Consolidated EBITDA with respect to such applicable Fiscal Quarter (iiand any subsequent period of four consecutive Fiscal Quarters that includes such Fiscal Quarter) Ifand if, after giving effect to the foregoing recalculationssuch increase in Consolidated EBITDA, Borrower Holdings shall then be in compliance with the requirements of all financial covenants set forth in Section 6.108.13, Borrower Holdings shall be deemed to have satisfied the requirements of Section 6.10 set forth therein as of the relevant date of determination four Fiscal Quarter period with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant default that had occurred shall be deemed cured for purposes of this Agreement; and provided that such Net Cash Proceeds (iiii) are actually received by the Borrower (through a capital contribution of such proceeds by Holdings to the Borrower) no later than 15 days after the date on which financial statements are required to be delivered with respect to such Fiscal Quarter hereunder and (ii) do not exceed the aggregate amount necessary to cure (by addition to Consolidated EBITDA) such Event of Default under Section 8.13 for such period. The Cure Amount shall parties hereto acknowledge that a given Specified Equity Contribution may not be included additionally counted as having been made in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters more than one Fiscal Quarter. The parties hereby acknowledge that includes the fiscal quarter for which the Cure Right was exercised this Section 10.04(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 8.13 and shall not be included for purposes of determining pricing, fees or any financial ratio-based conditions (including, without limitation, compliance with any covenant or condition other than Section 8.13 itself which requires a determination of whether the financial covenant in Section 8.13 is satisfied, whether or not same would otherwise be applicable) or any baskets with respect to the covenants and not for any other purpose under or conditions contained in this Agreement. There shall be no pro forma or other reduction in Indebtedness with the proceeds of any Specified Equity Contribution (including by way of netting) for purposes of determining compliance with Section 8.13 in the Fiscal Quarter for which a Specified Equity Contribution is made; provided that such Specified Equity Contribution may reduce Indebtedness in a subsequent Fiscal Quarter. (b) Notwithstanding anything herein to the contrary, (i) in In each four-fiscal quarter periodperiod of four consecutive Fiscal Quarters, there shall be at least two fiscal quarters Fiscal Quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants cure set forth in Section 6.1010.04(a) is made. In addition, any reduction in Indebtedness (or increase in cash for netting purposes) with the proceeds of any Specified Equity Contribution made pursuant to this Section 10.04 shall be ignored for purposes of determining compliance with the covenant set forth in Section 8.13, except for determinations, including increases in cash for netting purposes, made pursuant to Section 8.13 for Fiscal Quarters after the respective Fiscal Quarter for which such Event of Default is remediated by such Specified Equity Contribution. (c) There shall be no more than five cures under Section 10.04(a) from the Original Closing Date through the Latest Maturity Date. (d) If notice has been delivered to the Administrative Agent of a Specified Equity Contribution (such notice to be delivered on or prior to the date on which the applicable financial statements are required to be delivered and containing reasonable detail on the terms and conditions of the Specified Equity Contribution), then from the last day of the Fiscal Quarter related to such cure notice until the required date for receipt of the Specified Equity Contribution, no Default or Event of Default shall have occurred under the Loan Documents with respect to any default under Section 8.13 for which such cure notice was delivered unless the 15 day period set forth in clause (a) above has expired without the Specified Equity Contribution having been received. None of the Administrative Agent, the Collateral Agent or any Lender shall exercise any of the remedial rights otherwise available to it upon an Event of Default, including the right to accelerate the Loans or to foreclose on the Collateral solely on the basis of an Event of Default having occurred as a result of a violation of Section 8.13, unless the Specified Equity Contribution is not made on or before the expiration of the Cure Period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that the Borrower fails (or, but for the operation of this Section 7.03, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, until the expiration of the 15th Business Day 10th day subsequent to the date the certificate calculating compliance with such financial covenant Financial Performance Covenant is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and and, in each case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA shall be increasedincreased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four-fiscal-quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised, (ii) in each eight-fiscal-quarter period there shall be a period of at least four consecutive fiscal quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 7.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this paragraph (b), the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for this purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with any of the requirements of any financial covenants set forth in Section 6.10, Sections 6.12 and 6.13 and until the expiration of the 15th 10th Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant with respect to Section 5.01(dthe applicable fiscal quarter hereunder (the “Cure Deadline”), Holdings shall have the right to issue Permitted Cure Securities for cash may engage in a sale or issuance of any Qualified Equity Interests of Holdings or otherwise receive cash contributions to the capital of Holdings, Holdings as cash common equity or other non-cash pay Qualified Equity Interests and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) increase Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants with respect to such applicable fiscal quarter and not for any other purpose under this Agreementfour fiscal quarter period that contains such fiscal quarter, by an amount equal to such net cash proceeds; provided that such net cash proceeds (i) are actually received by the Cure Amount; and Borrower (including through capital contribution of such net cash proceeds by Holdings to the Borrower) no later than 10 Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder, and (ii) do not exceed the aggregate amount necessary to comply with Sections 6.12 and 6.13 for any applicable period. If, after giving effect to the foregoing recalculationsincrease in Consolidated EBITDA, Holdings and the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Sections 6.12 and 6.13, Holdings and the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 7.02(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating any financial ratios other than as applicable to Sections 6.12 and 6.13 and shall not result in any adjustment to any amounts other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence. Upon receipt by the Administrative Agent of written notice, on or prior to the Cure Deadline, that the Borrower intends to exercise the cure right described above in this Section 7.02(a) in respect of a fiscal quarter, none of the Administrative Agent or the Lenders shall be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of any financial covenants and covenant set forth in Section 6.12 or 6.13, unless such failure is not for any other purpose under this Agreementcured pursuant to the exercise of such cure right on or prior to the Cure Deadline. (b) Notwithstanding anything herein to the contrary, (i) in In each four-period of four fiscal quarter periodquarters, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants cure set forth in Section 6.107.02(a) is made. (c) During the term of this Agreement, a cure set forth in Section 7.02(a) shall not be exercised more than four times.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.1, in the event that the Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.106.8, until the expiration of the 15th 10th Business Day subsequent to the due date for delivery of the certificate calculating compliance with such financial covenant is required to be delivered Compliance Certificate for the applicable Fiscal Quarter pursuant to Section 5.01(d5.1(d), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and the Borrower. Such amounts shall be added to Consolidated Adjusted EBITDA (such amount a “Specified Equity Contribution”) solely for purposes of determining compliance with Section 6.8 for the Fiscal Quarter immediately preceding the Fiscal Quarter in each case, to contribute any which such cash to proceeds are so received by the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of applicable subsequent periods which include such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants Fiscal Quarter and not for any other purpose under this Agreement, by an amount equal to Agreement (including not for the Cure Amount; and purpose of calculating the Net Equity Proceeds Amount or any calculations testing pro forma compliance with the financial covenant set forth in Section 6.8 (iiwhether in connection with the Payment Conditions or otherwise) If, or the Total Leverage Ratio or Secured Leverage Ratio). If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.8, then the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.8 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant that Section 6.8 which had occurred shall be deemed cured for all purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementCredit Documents. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there no event shall the Borrower be at least entitled to exercise the right described in clause (a) above in more than two fiscal quarters in which the Cure Right is not exercisedFiscal Quarters during any period of four consecutive Fiscal Quarters, (ii) in each eight-fiscal quarter periodno event may the right described in clause (a) above be exercised more than four times in the aggregate during the Revolving Commitment Period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) the amount of any Specified Equity Contribution received during a Fiscal Quarter and added to Consolidated Adjusted EBITDA for purposes of this Section 8.04, the Cure Amount immediately preceding Fiscal Quarter shall be no greater than the amount required to cause the Borrower to be in compliance with Section 6.8 in such immediately preceding Fiscal Quarter, (iv) there shall be no pro forma reduction in indebtedness (whether directly or indirectly by way of netting) with the proceeds of any Specified Equity Contribution for purposes of curing the non-determining compliance with financial covenants set forth Section 6.8 during any period in which such Specified Equity Contribution is included in the calculation of Consolidated Adjusted EBITDA, (v) to the extent that any Specified Equity Contribution is used to repay Indebtedness, such Indebtedness shall not be deemed to have been repaid for purposes of calculating the Fixed Charge Coverage Ratio, the Total Leverage Ratio or the Secured Leverage Ratio for the period with respect to which such Compliance Certificate applies or any other Compliance Certificate including such period, and (vi) no Lender or Issuing Bank shall be required to make any Credit Extension hereunder if an Event of Default under Section 6.106.8 has occurred and is continuing during the 10 Business Day period during which the Borrower may exercise its right under Section 8.2(a) unless and until the Specified Equity Contribution is actually received by the Borrower.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01 or 8.02, in the event that the Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.107.11, then: (a) until the expiration of the 15th Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered with respect to such fiscal quarter pursuant to Section 5.01(d6.01(a) or 6.01(b), Holdings the Borrower shall have the right to issue Permitted Cure Securities common equity to Holdings for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash cash, in an amount no greater than the amount required to cause the Borrower to be in compliance with the financial covenant set forth in Section 7.11 with respect to such fiscal quarter (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA of the Borrower as used in the financial covenants covenant set forth in Section 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA of the Borrower shall be increasedincreased for such fiscal quarter and each subsequent period containing such fiscal quarter, solely for the purpose of measuring the financial covenants covenant set forth in Section 7.11 for such fiscal quarter and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or Revolving Commitment Fee Percentage or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) (provided that such limitation on the reduction of outstanding Indebtedness shall not apply in subsequent fiscal quarters)), by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.107.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 7.11 that had occurred shall be deemed cured for the purposes of this Agreement; and (iiib) The upon receipt by the Administrative Agent of written notice, prior to the expiration of the 15th Business Day subsequent to the date the relevant financial statements are required to be delivered pursuant to Section 6.01 (the “Anticipated Cure Amount shall be included additionally in Deadline”), that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrower intends to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of the financial covenants covenant set forth in Section 7.11 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided that, for the avoidance of doubt, no Credit Extension under the Revolving Credit Facility shall be made for so long as the Borrower is not in compliance with the financial covenant set forth in Section 7.11 and such non-compliance has not for any other purpose under been cured in accordance with the provisions of this Agreement. (b) Section 8.03. Notwithstanding anything herein to the contrary, (i) in each four-four (4) fiscal quarter period, period there shall be at least two fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five (5) fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of the Revolving Credit Facility, and (iii) for purposes of this Section 8.048.03, the Cure Amount utilized shall be no greater than the amount required for purposes of curing complying with the non-compliance with financial covenants covenant set forth in Section 6.107.11.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails to comply with the requirements of Section 6.10 as of the end of any financial covenants set forth in Section 6.10relevant fiscal quarter, the Borrower shall have the right (the “Cure Right”) (at any time during such fiscal quarter or thereafter until the expiration of the 15th Business Day subsequent to date that is 20 days after the date the certificate calculating compliance with such financial covenant Pricing Certificate is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings shall have the right ) to issue Permitted Cure Securities Capital Stock (other than Disqualified Stock) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any its equity for such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash Capital Stock (the “Cure Amount”) pursuant to ), and thereupon the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Borrower’s compliance with Section 6.10 shall be recalculated giving effect to the following pro forma adjustments: : (i) Consolidated EBITDA shall be increased, solely for the purpose purposes of measuring determining compliance with Section 6.10, including determining compliance with Section 6.10 as of the financial covenants end of such fiscal quarter and not for any other purpose under this Agreement, applicable subsequent periods that include such fiscal quarter by an amount equal to the Cure Amount; and Amount and (ii) Ifif, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 shall be satisfied, then the requirements of Section 6.10 shall be deemed satisfied as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 6.10 that had occurred shall be deemed cured for the purposes of this Agreement; and Agreement (iii) The Cure Amount it being understood and agreed there shall be included additionally in no pro forma or other reduction of the amount of Consolidated EBITDA Indebtedness by the amount of any Cure Amount for the period purposes of four consecutive fiscal quarters that includes determining compliance with Section 6.10 for the fiscal quarter for in respect of which the Cure Right was exercised for purposes (other than, with respect to any future period, to the extent of calculating the financial covenants and not for any other purpose under this Agreement. (b) portion of such Cure Amount that is actually applied to repay Indebtedness)). Notwithstanding anything herein to the contrary, (ix) in each four-four fiscal quarter period, period there shall be a period of at least two one fiscal quarters quarter in which the Cure Right is not exercised, (iiy) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.10 and (z) no Event of Default may arise under Section 6.10 until the non-earlier of (A) the 20th day after the day on which the relevant Pricing Certificate is required to be delivered (unless the Cure Right has been exercised three times in the applicable four consecutive Fiscal Quarter period), and then only to the extent the Cure Amount has not been received on or prior to such date and (B) the date (if any) on which the Borrower delivers notice to the Administrative Agent that the Cure Right with respect to such breach will not be exercised; provided that no Lender or Issuing Bank shall be required to make any Revolving Loan or issue any Letter of Credit from and after such time as the Administrative Agent has received the relevant Pricing Certificate (or such Pricing Certificate was required to be delivered) evidencing a Consolidated First Lien Leverage Ratio that is not in compliance with financial covenants set forth Section 6.10 when applicable unless and until the Cure Amount is actually received and such Cure Amount causes the Borrower to be in compliance with Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails to comply with the requirements of Section 6.10 as of the end of any financial covenants set forth in Section 6.10relevant fiscal quarter, the Borrower shall have the right (the “Cure Right”) (at any time during such fiscal quarter or thereafter until the expiration of the 15th date that is 15 Business Day subsequent to Days after the date the certificate calculating compliance with such financial covenant Pricing Certificate is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings shall have the right ) to issue Permitted Cure Securities Capital Stock (other than Disqualified Stock) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any its equity for such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash Capital Stock (the “Cure Amount”) pursuant to ), and thereupon the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Borrower’s compliance with Section 6.10 shall be recalculated giving effect to the following pro forma adjustments: : (i) Consolidated EBITDA shall be increased, solely for the purpose purposes of measuring determining compliance with Section 6.10, including determining compliance with Section 6.10 as of the financial covenants end of such fiscal quarter and not for any other purpose under this Agreement, applicable subsequent periods that include such fiscal quarter by an amount equal to the Cure Amount; and Amount and (ii) Ifif, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 shall be satisfied, then the requirements of Section 6.10 shall be deemed satisfied as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 6.10 that had occurred shall be deemed cured for the purposes of this Agreement; and Agreement (iii) The Cure Amount it being understood and agreed there shall be included additionally in no pro forma or other reduction of the amount of Consolidated EBITDA Indebtedness by the amount of any Cure Amount for the period purposes of four consecutive fiscal quarters that includes determining compliance with Section 6.10 for the fiscal quarter for in respect of which the Cure Right was exercised for purposes (other than, with respect to any future period, to the extent of calculating the financial covenants and not for any other purpose under this Agreement. (b) portion of such Cure Amount that is actually applied to repay Indebtedness)). Notwithstanding anything herein to the contrary, (ix) in each four-four fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, period there shall be a period of at least four consecutive quarters during one fiscal quarter in which the Cure Right is not exercised and (iiiy) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.10; provided, that no Lender or Issuing Bank shall be required to make any Revolving Loan or issue any Letter of Credit from and after such time as the non-Administrative Agent has received the relevant Pricing Certificate (or such Pricing Certificate was required to be delivered) evidencing a Consolidated First Lien Leverage Ratio that is not in compliance with financial covenants set forth Section 6.10 when applicable unless and until the Cure Amount is actually received and such Cure Amount causes the Borrower to be in compliance with Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails to comply with the requirements of Section 6.10 as of the end of any financial covenants set forth in Section 6.10relevant fiscal quarter, the Borrower shall have the right (the “Cure Right”) (at any time during such fiscal quarter or thereafter until the expiration of the 15th Business Day subsequent to date that is 20 days after the date the certificate calculating compliance with such financial covenant Pricing Certificate is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings shall have the right ) to issue Permitted Cure Securities Equity Interests (other than Disqualified Stock) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any its equity for such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash Equity Interests (the “Cure Amount”) pursuant to ), and thereupon the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Borrower’s compliance with Section 6.10 shall be recalculated giving effect to the following pro forma adjustments: : (i) Consolidated EBITDA shall be increased, solely for the purpose purposes of measuring determining compliance with Section 6.10, including determining compliance with Section 6.10 as of the financial covenants end of such fiscal quarter and not for any other purpose under this Agreement, applicable subsequent periods that include such fiscal quarter by an amount equal to the Cure Amount; and Amount and (ii) Ifif, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 shall be satisfied, then the requirements of Section 6.10 shall be deemed satisfied as of the end of the relevant date of determination fiscal quarter with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 6.10 that had occurred shall be deemed cured for the purposes of this Agreement; and Agreement (iii) The Cure Amount it being understood and agreed there shall be included additionally in no pro forma or other reduction of the amount of Consolidated EBITDA Indebtedness by the amount of any Cure Amount for the period purposes of four consecutive fiscal quarters that includes determining compliance with Section 6.10 for the fiscal quarter for in respect of which the Cure Right was exercised for purposes (other than, with respect to any future period, to the extent of calculating the financial covenants and not for any other purpose under this Agreement. (b) portion of such Cure Amount that is actually applied to repay Indebtedness)). Notwithstanding anything herein to the contrary, (ix) in each four-four fiscal quarter period, period there shall be a period of at least two one fiscal quarters quarter in which the Cure Right is not exercised, (iiy) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.10 and (z) upon the non-compliance with financial covenants set forth in Administrative Agent’s receipt of a notice from the Borrower that it intends to exercise the Cure Right (a “Notice of Intent to Cure”), until the 20th day following date of delivery of the Pricing Certificate under Section 5.04(c) to which such Notice of Intent to Cure relates, none of the Administrative Agent or any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and none of the Administrative Agent, the Collateral Agent or any other Lender or Secured Party shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an Event of Default having occurred and being continuing under Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails Borrowers fail (or, but for the operation of this Section 8.02, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with such financial covenant is Required Financial Statements are required to be delivered pursuant to Section 5.01(d)5.04(1) or (2) for the applicable fiscal quarter, Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and and, in each case, to contribute any such cash to the capital of Borrower Borrowers (collectively, the “Cure Right”)) and, and upon the receipt by Borrower Borrowers of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to Right, the Administrative Agent, all financial covenants Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) adjustment by which Consolidated EBITDA shall be increasedincreased with respect to such applicable fiscal quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; . The resulting increase to Consolidated EBITDA from the application of a Cure Amount shall not result in any adjustment to Consolidated EBITDA or any other financial definition for any purpose under this Agreement other than for purposes of calculating the Financial Performance Covenant. In each four fiscal quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised and the Cure Right may not be exercised more than five times during the term of this Agreement and (ii) , for purposes of this Section 8.02, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.02, Borrower Borrowers shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, Borrower Borrowers shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or of the Financial Performance Covenant and any related Default of such financial covenant that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The . After Borrower Representative has delivered a notice to the Administrative Agent to exercise the Cure Right, no extension of credit may be made under the Revolving Facility unless and until the Cure Amount shall be included additionally in is received by Borrowers or the amount applicable Default of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under Financial Performance Covenant is waived pursuant to this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in foregoing Section 8.017.01 above, in the event that the Borrower fails to comply with any of the requirements of any financial covenants set forth referenced in Section 6.106.10 above (each a “Financial Performance Covenant”), from the first day of the applicable fiscal quarter until the expiration of the 15th fifteenth (15th) Business Day (such date, the “Cure Expiration Date”) subsequent to the date on which financial statements (together with the certificate calculating compliance Compliance Certificate) with respect to the fiscal quarter for which such financial covenant Financial Performance Covenant is being measured are required to be delivered pursuant to Section 5.01(d)delivered, Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to right, but not the capital of Holdings, and in each caseobligation, to contribute cure any such Event of Default (a “Cure Right”) by receiving cash to the capital contribution from its direct or indirect equity holders or from any issuance of Equity Interests of Borrower (collectivelysuch proceeds, the “Cure RightProceeds”), and upon the receipt by the Borrower of Cure Proceeds (such cash (amount of Cure Proceeds being referred to as the “Cure Amount”) pursuant ). Pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to the Administrative AgentRight, all financial covenants such Financial Performance Covenants shall be recalculated giving effect to the following pro forma adjustments: (ia) Consolidated Liquidity, Free Cash Flow and EBITDA shall be increased, solely for the purpose of measuring determining the financial covenants existence of an Event of Default under the applicable Financial Performance Covenants with respect to each period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised and not for any other purpose or period under this Agreement, by an amount equal to the Cure Amount; provided, that the prepayment of Indebtedness with the proceeds of such Cure Amount shall be given pro forma effect in each applicable fiscal quarter following the fiscal quarter in respect of which the Cure Amount was received; and (iib) Ifif, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the applicable Financial Performance Covenants, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the applicable Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenants that had occurred shall be deemed cured for the purposes of this Agreement; and . In furtherance of Section 7.02 above, (iiii) The no Default or Event of Default under Section 6.10 shall exist until after the Cure Expiration Date and (ii) neither the Administrative Agent nor any Lender may exercise any rights or remedies under Section 7.01 (or under any other Loan Document) on the basis of any actual or purported Event of Default under Section 6.10 until and unless the Cure Expiration Date has occurred without the Cure Amount having been received unless such Event of Default shall have been waived in accordance with the terms of this Agreement. Neither the Administrative Agent nor any Lender shall take any action to foreclose on, or take possession of, the Collateral, accelerate any Obligations, terminate any Commitments or otherwise exercise any remedies under any Loan Document or any applicable laws on the basis of a breach of Section 6.10 (or as a direct result of consummation of any transaction pursuant to Article VI that would be included additionally not permitted hereunder solely due to the continuance of a Default or Event of Default under Section 6.10 or the failure to deliver a notice of default, solely in the amount respect of Consolidated EBITDA for the period a Default or Event of four consecutive fiscal quarters that includes the fiscal quarter for which Default under Section 6.10 as required pursuant to Section 5.02(a)), unless and until the Cure Right was exercised for purposes of calculating Expiration Date has occurred and the financial covenants and Borrower has not for any other purpose under this Agreement. (b) received the Cure Amount. Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least no more than two Cure Rights in any period of four consecutive fiscal quarters in which the Cure Right is not exercisedquarters, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the no Cure Amount shall may be no greater than the amount required to cause the Borrower to be in compliance with any and all Financial Performance Covenants, (iii) there shall be no more than five Cure Rights in respect of each Financial Performance Covenant made on or before the Maturity Date, and (iv) this Section 7.02 may not be relied on for purposes of curing the non-calculating compliance with financial any covenants set forth other than compliance with the Financial Performance Covenants and shall not result in Section 6.10any adjustment to any baskets or other amounts. At the request of the Borrower, the Cure Amount used to calculate Liquidity, Free Cash Flow and EBITDA for one fiscal quarter shall be used and included when calculating Liquidity, Free Cash Flow and EBITDA for each Test Period that includes such fiscal quarter.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01 or 8.02, in the event that the Borrower fails to comply with the requirements of any financial covenants the covenant set forth in Section 6.107.11, then (A) until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered pursuant to Section 5.01(dSections 6.01(a) and (b), Holdings the Borrower shall have the right to issue Permitted Cure Securities common equity for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to Right, the Administrative Agent, all financial covenants calculation of EBITDA as used in the covenant set forth in Section 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants set forth in Section 7.11 and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Commitment Fee or the Applicable Rate), by an amount equal to the Cure Amount; provided that (1) the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Commitment Fee or the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness on a Pro Forma Basis for the applicable period for purposes of calculating the covenant set forth in Section 7.11 or calculating the Fixed Charge Coverage Ratio, nor shall any Cure Amount held by any Borrower Party qualify as “unrestricted cash or Cash Equivalents of the Borrower Parties on hand” for the purposes of calculating any net obligations or liabilities under the terms of this Agreement; and (ii) If, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all financial covenants the covenant set forth in Section 6.107.11, the Borrower shall be deemed to have satisfied the requirements of the covenant set forth in Section 6.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial the covenant set forth in Section 7.11 that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that the Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.10, until the expiration 9.01(a) or Section 9.01(b) as of the 15th last day of any fiscal quarter of the Borrower, then during the period from and including the first day after the last day of such fiscal quarter through and including the 10th Business Day subsequent to after the date the compliance certificate calculating compliance with for such financial covenant fiscal quarter is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any 8.01(c) (such cash to the capital of Borrower (collectivelyperiod, the “Cure RightPeriod”), and upon the receipt Borrower shall be permitted to cure such failure to comply by requesting that the Leverage Ratio and/or the Current Ratio be recalculated by increasing EBITDA and/or the consolidated current assets for such fiscal quarter by an amount up to the cash proceeds received by the Borrower of from a Specified Equity Contribution during the Cure Period (such cash (the amount, a “Cure Amount”); provided that (i) pursuant to the exercise by Holdings of such Cure Right and Borrower delivers written notice to the Administrative AgentAgent on or prior to the date of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such Specified Equity Contribution in the computation required by clause (ii) of such Section 8.01(c); (ii) the amount of the Cure Amount added to EBITDA and/or the consolidated current assets shall not be greater than the amount required to cause the Borrower to be in compliance with Section 9.01(a) or Section 9.01(b), all financial covenants as applicable; (iii) any such increase pursuant to this Section 9.01(c) to EBITDA and/or the consolidated current assets for any fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, applied solely for the purpose of measuring determining compliance or non-compliance with Section 9.01(a) or Section 9.01(b) as of the financial covenants last day of any Reference Period that includes such fiscal quarter and not for any other purpose under this Agreement, any Loan Document (including any determination of pro forma compliance with the Leverage Ratio for the purposes of making any Restricted Payment or Investment or any other purpose); (iv) (A) there shall be no more than two fiscal quarters during any period of four consecutive fiscal quarters for which the Borrower cures any Leverage Ratio or Current Ratio default by an amount equal equity cure and (B) there shall be no more than five fiscal quarters prior to the Maturity Date for which the Borrower cures any Leverage Ratio or Current Ratio default by an equity cure; (v) such increase in EBITDA and/or consolidated current assets shall be taken into account in calculating the Leverage Ratio or Current Ratio for any Reference Period that includes the last fiscal quarter of the four quarter period with respect to which such cure right was exercised; (vi) Total Net Debt as of the last day of any fiscal quarter for which the foregoing cure right is exercised shall not be deemed reduced by the amount of any Specified Equity Contribution made with respect to such fiscal quarter (even if the proceeds of such Specified Equity Contribution are actually used to repay Debt); (vii) for any period during which EBITDA is calculated on an annualized basis in accordance with the definition thereof, any Cure AmountAmount shall be taken into account after multiplying EBITDA by the applicable annualization factor for such fiscal quarter (i.e. the Cure Amount shall not be annualized); and and (iiviii) If, the same dollars of the Cure Amount may not be applied to both increase EBITDA and increase consolidated current assets if the Borrower elects to cure the failure to comply with both Section 9.01(a) and Section 9.01(b) in the same fiscal quarter (i.e. separate Cure Amounts shall be required for each such cure). If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall would then be in compliance with Section 9.01(a) or Section 9.01 (b), as applicable, the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant that had occurred shall be deemed cured for purposes the purpose of this AgreementAgreement and the other Loan Documents. Neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and none of Administrative Agent, any Lender or any Secured Party shall exercise any right to foreclose on or take possession of the Collateral or exercise any other remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of an Event of Default having occurred and continuing under Section 9.01(a) or Section 9.01(b) (except to the extent that the Borrower has confirmed in writing that it does not intend to provide a Specified Equity Contribution); and (iii) The Cure Amount provided that no Lender or Issuing Bank shall be included additionally in the amount required to make any extension of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which credit hereunder during the Cure Right was exercised for purposes of calculating Period unless the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there Borrower shall be at least two fiscal quarters in which have received the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Amount.

Right to Cure. (a1) Notwithstanding anything to the contrary contained in Section 8.018.01(3), in the event that the Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.10, until the expiration requirement of the 15th Financial Maintenance Covenant, any of the Permitted Holders, Holdings or any other Person designated by the Borrower shall have the right at any time during the period beginning at the start of the last fiscal quarter of the applicable Test Period and ending on or prior to the tenth (10th) Business Day subsequent after the date on which financial statements with respect to the date the certificate calculating compliance with Test Period in which such financial covenant is being measured are required to be delivered pursuant to Section 5.01(d6.01 (such date, the “Cure Deadline”), Holdings shall have to make a direct or indirect equity investment in the right to issue Permitted Cure Securities for Borrower in cash in the form of common Equity Interests (or otherwise receive cash contributions other Qualified Equity Interests reasonably acceptable to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower Administrative Agent) (collectively, the “Cure Right”), and upon the receipt by the Borrower of such net cash proceeds pursuant to the exercise of the Cure Right (the “Cure Amount”) pursuant to ), the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Financial Maintenance Covenant shall be recalculated recalculated, giving effect to the following a pro forma adjustments: (i) Consolidated increase to Adjusted EBITDA for such Test Period in an amount equal to such Cure Amount; provided that such pro forma adjustment to Adjusted EBITDA shall be increased, given solely for the purpose of measuring determining the financial covenants existence of a Default or an Event of Default under the Financial Maintenance Covenant with respect to any Test Period that includes the fiscal quarter for which such Cure Right was exercised and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; andany Loan Document. (ii2) If, after giving effect the receipt of the Cure Amounts and the recalculations pursuant to clause (1) above, the foregoing recalculations, Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Maintenance Covenant during such Test Period, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Maintenance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreementcured; and provided that (iiii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was may be exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. on no more than five (b5) Notwithstanding anything herein to the contraryoccasions, (iii) in each four-four fiscal quarter period, there shall be at least two fiscal quarters in respect of which no Cure Right is exercised, (iii) the Cure Right is shall not exercisedbe exercised in consecutive fiscal quarters, (iiiv) in each eight-fiscal quarter period, there shall be a period with respect to any exercise of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04Right, the Cure Amount shall be no greater than the amount required to cause the Borrower to be in pro forma compliance with the Financial Maintenance Covenant (such amount, the “Necessary Cure Amount”) (provided that if the Cure Right is exercised prior to the date financial statements are required to be delivered for such fiscal quarter then the Cure Amount shall be equal to the amount reasonably determined by the Borrower in good faith that is required for purposes of curing complying with the non-Financial Maintenance Covenant for such fiscal quarter (such amount, the “Expected Cure Amount”), (v) subject to clause (3) below, all Cure Amounts shall be disregarded for purposes of determining any baskets or financial ratio or test calculations (other than with respect to the Financial Maintenance Covenant), with respect to the covenants contained in the Loan Documents and (vi) there shall be no pro forma or other reduction in Indebtedness (by netting or otherwise) with the proceeds of any Cure Amount for determining compliance with financial the Financial Maintenance Covenant for the fiscal quarter for which such Cure Amount is deemed applied unless such proceeds are actually applied to prepay Indebtedness, in which case, such reduction in Indebtedness may only be reflected in fiscal quarters subsequent to the Test Period with respect to which the applicable Cure Amount is exercised. (3) Notwithstanding anything herein to the contrary, (A) to the extent that the Expected Cure Amount is (i) greater than the Necessary Cure Amount, then such difference may be used for the purposes of determining any baskets (other than any previously contributed Cure Amounts), with respect to the covenants set forth contained in the Loan Documents or the Available Equity Amount or (ii) less than the Necessary Cure Amount, then not later than the applicable Cure Deadline, the Borrower must receive a direct or indirect equity investment in cash in the form of common Equity Interests (or other Qualified Equity Interests reasonably acceptable to the Administrative Agent), which cash proceeds received by Borrower shall be equal to the shortfall between such Expected Cure Amount and such Necessary Cure Amount and (B) prior to the Cure Deadline (x) the Lenders shall not be permitted to exercise any rights then available as a result of an Event of Default under Section 6.108.02 on the basis of a breach of the Financial Maintenance Covenant so as to enable the Borrower to consummate its Cure Right as permitted under this Section 8.04 and (y) the Lenders shall not be required to make any Loans unless and until the Borrower has received the Cure Amount required to cause the Borrower to be in compliance with the Financial Maintenance Covenant.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that the Borrower fails Parties fail (or, but for the operation of this Section 8.02, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with such financial covenant is Required Financial Statements are required to be delivered pursuant to Section 5.01(d)5.04(1) or (2) for the applicable fiscal quarter, Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and and, in each case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”)) and, and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to Right, the Administrative Agent, all financial covenants Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) adjustment by which Consolidated EBITDA shall be increasedincreased with respect to such applicable fiscal quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; . The resulting increase to Consolidated EBITDA from the application of a Cure Amount shall not result in any adjustment to Consolidated EBITDA or any other financial definition for any purpose under this Agreement other than for purposes of calculating the Financial Performance Covenant. In each four fiscal quarter period there shall be at least two fiscal quarters in which the Cure Right is not exercised and the Cure Right may not be exercised more than five times during the term of this Agreement and (ii) , for purposes of this Section 8.02, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.02, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant the Financial Performance Covenant and any related default that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.1, in the event that Borrower fails the Loan Parties fail to comply with the requirements of Section 6.9 (if applicable) as of the last day of any financial covenants set forth applicable fiscal quarter of Holdings, at any time after the beginning of such fiscal quarter (but in Section 6.10, any event after the date hereof) until the expiration of the 15th tenth Business Day subsequent to following the date on which financial statements with respect to such fiscal quarter (or the certificate calculating compliance with fiscal year ended on the last day of such financial covenant is fiscal quarter, as applicable) are required to be delivered pursuant to Section 5.01(d5.1(a) or (b), as applicable, Holdings shall have the right to issue Permitted Cure Securities Qualified Equity Interests for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such Holdings as cash to the capital of Borrower common equity or other Qualified Equity Interests (collectively, the “Cure Right”), and upon the receipt by Borrower Holdings of the Net Cash Proceeds of such cash issuance (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to Right, the Administrative AgentDebt Service Coverage Ratio, all financial covenants for purposes of determining compliance with the requirements of Section 6.9, shall be recalculated giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated Operating EBITDA shall be increased, increased with respect to such applicable fiscal quarter and any four fiscal quarter period that contains such fiscal quarter solely for the purpose of measuring the financial covenants Debt Service Coverage Ratio to determine compliance with the requirements of Section 6.9 and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculationspro forma adjustment (without giving effect to any repayment of any Indebtedness with any portion of the Cure Amount or any portion of the Cure Amount on the balance sheet of Holdings and its Subsidiaries, Borrower in each case, with respect to such fiscal quarter only), the Loan Parties shall be in compliance with the requirements of all financial covenants set forth in Section 6.106.9, Borrower Holdings shall be deemed to have satisfied the requirements of Section 6.10 6.9 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 6.9 that had occurred shall be deemed to be cured for purposes of this Agreement; and (iii) The Cure Amount provided, that the Borrower shall be included additionally in have notified the amount Administrative Agent of Consolidated EBITDA for the period exercise of four consecutive fiscal quarters that includes the fiscal quarter for which the such Cure Right was exercised within five Business Days of the issuance of the relevant Qualified Equity Interests for purposes cash or the receipt of calculating the financial covenants and not for any other purpose under this Agreementcash contributions by Holdings. (b) Notwithstanding anything herein to the contrary, (i) in each four-four consecutive fiscal quarter periodperiod of Holdings, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter periodduring the term of this Agreement, there shall be a period of at least four consecutive quarters during which the Cure Right is shall not be exercised more than four times and (iii) for purposes of this Section 8.047.3, the Cure Amount shall be no greater than the amount required for purposes of curing complying with the non-compliance with financial covenants covenant set forth in Section 6.106.9 and any amounts in excess thereof shall not be deemed to be a Cure Amount. Notwithstanding anything herein to the contrary, any Cure Amount received pursuant to any exercise of the Cure Right shall be disregarded for purposes of determining the availability of any basket under Section 6. For the avoidance of doubt, no Cure Amounts shall be applied to reduce the Indebtedness of Holdings and its Subsidiaries on a Pro Forma Basis for purposes of determining compliance with the covenant set forth in Section 6.9 for the fiscal quarter in which such Cure Right was exercised (provided that to the extent such Cure Amount was applied to prepay Indebtedness, such reduction may be given effect in determining compliance with the covenant set forth in Section 6.9 for fiscal quarters after the fiscal quarter in which such Cure Right was exercised) and there shall not have been a breach of any covenant under Section 6 solely by reason of having no longer included such Cure Amount in any basket during the relevant period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01‎8.01 or ‎8.02, in the event that the Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.10‎7.11, then (A) until the expiration of the 15th Business Day 10th day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered with respect to such fiscal quarter pursuant to Section 5.01(d‎6.01(a) or ‎6.01(b), Holdings the Borrower shall have the right to issue Permitted Cure Securities common equity to Holdings for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section ‎7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section ‎7.11 and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) for such fiscal quarter of the Loan Parties or their Restricted Subsidiaries), by an amount equal to the Cure Amount; provided that the receipt by the Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or the Applicable Rate or reducing any outstanding Indebtedness (or increasing cash or Cash Equivalents) for such fiscal quarter of the Loan Parties or their Restricted Subsidiaries); and (ii) If, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.10‎7.11, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 ‎7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section ‎7.11 that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that the Dutch Borrower fails and the Restricted Subsidiaries fail to comply with the requirements of Section 6.12 as of the last day of any financial covenants set forth in Section 6.10fiscal quarter of the Dutch Borrower, at any time after the beginning of such fiscal quarter until the expiration of the 15th 10th Business Day subsequent to the date on which the certificate calculating compliance financial statements with respect to such financial covenant is fiscal quarter (or the Fiscal Year ended on the last day of such fiscal quarter) are required to be delivered pursuant to Section 5.01(d5.01(a) or (b), Holdings as applicable, the Dutch Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the common equity capital of Holdings, and in each case, to contribute any such cash to the capital of Dutch Borrower (collectively, the “Cure Right”), and upon the receipt by the Dutch Borrower of the Net Proceeds of such issuance or the receipt of such cash contributions to the common equity capital of the Dutch Borrower (the “Cure Amount”) pursuant to the exercise by Holdings the Dutch Borrower of such Cure Right and written notice to the Administrative AgentRight, all financial covenants Section 6.12 shall be recalculated giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated EBITDA shall be increasedincreased with respect to such applicable fiscal quarter and any four fiscal quarter period that contains such fiscal quarter, solely for the purpose of measuring the financial covenants Consolidated Secured Net Leverage Ratio for purposes of Section 6.12 and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculationspro forma adjustment (without giving effect to any repayment of any Indebtedness with any portion of the Cure Amount or any portion of the Cure Amount on the balance sheet of the Dutch Borrower and its Restricted Subsidiaries, in each case, with respect to such fiscal quarter only), the Dutch Borrower and its Restricted Subsidiaries shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.12, the Dutch Borrower and its Restricted Subsidiaries shall be deemed to have satisfied the requirements of Section 6.10 6.12 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 6.12 that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount provided that the Dutch Borrower shall be included additionally in have notified the amount Administrative Agent of Consolidated EBITDA for the period exercise of four consecutive fiscal quarters that includes the fiscal quarter for which the such Cure Right was exercised within two (2) Business Days of the issuance of the Permitted Cure Securities for purposes cash or the receipt of calculating the financial covenants and not for any other purpose under this Agreement. (b) cash contributions by the Dutch Borrower. Notwithstanding anything herein to the contrary, (i) in each four-four consecutive fiscal quarter period, period of the Dutch Borrower there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter periodduring the term of this Agreement, there shall be a period of at least four consecutive quarters during which the Cure Right is shall not be exercised and more than six times, (iii) for purposes of this Section 8.047.02, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.12 and any amounts in excess thereof shall not be deemed to be a Cure Amount and (iv) upon receipt by the non-compliance Administrative Agent of written notice, prior to the expiration of the tenth Business Day subsequent to the due date for delivery of the relevant financial statements pursuant to Section 5.01(a) or (b) (the “Anticipated Cure Deadline”) that the Dutch Borrower intends to exercise the Cure Right, the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with financial the requirements of the covenants set forth in Section 6.10.6.12 until such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline. Notwithstanding any other provision in this Agreement to the contrary, the Cure Amount received pursuant to any exercise of the Cure Right shall be disregarded for purposes of determining any available basket under ARTICLE VI of this Agreement

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails reasonably expects to fail (or has failed) to comply with Section 6.12 as of the requirements last day of any financial covenants set forth in Section 6.10fiscal quarter, at any time during such fiscal quarter and until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is statements are required to be delivered pursuant to Section 5.01(d5.1(a) or Section 5.1(b) with respect to such fiscal quarter (the “Cure Deadline”), Holdings the Borrower shall have the right to issue Permitted Cure Securities Equity Interests (other than Disqualified Equity Interests) for cash or otherwise receive cash contributions to in respect of the capital Equity Interests (other than Disqualified Equity Interests) of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of the Net Proceeds of such cash issuance or contribution (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to (provided such Cure Amount is received by the Administrative Agent, all financial covenants Borrower on or before the applicable Cure Deadline) compliance with Section 6.12 as of the last day of such fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increasedincreased with respect to the applicable fiscal quarter with respect to which such Cure Amount is received by the Borrower and for the applicable subsequent periods that include such fiscal quarter, solely for the purpose of measuring the financial covenants determining whether an Event of Default has occurred and is continuing as a result of a violation of Section 6.12 and, subject to clause (b)(iv) below, not for any other purpose under this AgreementAgreement (including for determining the Applicable Rate, the availability or usage of the Available Amount or Qualifying Equity Proceeds or the availability or amount of any baskets), by an amount equal to the Cure Amount; andAmount and any prepayment of Indebtedness with the Cure Amount shall be disregarded for purposes of measuring compliance with Section 6.12 as of the last day of such fiscal quarter; (ii) Ifif, after giving effect to such increase in Consolidated EBITDA, the foregoing recalculations, Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.12, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.12 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant under Section 6.12 that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The no Cure Amount shall reduce or be included additionally in the amount calculations of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes First Lien Debt, Consolidated Senior Secured Debt or Consolidated Total Debt in the fiscal quarter with respect to which such Cure Amount is received by the Borrower and for the applicable subsequent periods that include such fiscal quarter, except in each case to the extent such Cure Amount is actually applied to permanently prepay or repay any Indebtedness (which shall be accompanied by a corresponding permanent reduction or termination of commitments thereunder) included in the calculation of Consolidated First Lien Debt, Consolidated Senior Secured Debt or Consolidated Total Debt, as applicable (and then only from and after the fiscal quarter in which such prepayment or repayment is made); provided that the Borrower shall have notified the Administrative Agent in writing of the exercise of such Cure Right within five Business Days of the receipt of the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementAmounts. (b) Notwithstanding anything herein to the contrary, (i) in each fourfour fiscal-fiscal quarter period, period there shall be at least no more than two fiscal quarters in with respect to which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period no more than five exercises of at least four consecutive quarters during which the Cure Right is not exercised and in the aggregate, (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.12 as of the non-end of the applicable Test Period (such amount, the “Necessary Cure Amount”); provided, however, that, if the Cure Right is exercised prior to the date financial statements are required to be delivered for any fiscal quarter, then the Cure Amount shall be equal to the amount reasonably determined by the Borrower in good faith to be required for purposes of complying with Section 6.12 as of the last day of such fiscal quarter (such amount, the “Expected Cure Amount”) and (iv) all Cure Amounts (other than any excess of the Expected Cure Amount over the Necessary Cure Amount with respect to any fiscal quarter) shall be disregarded for all purposes other than determining compliance with financial covenants set forth in Section 6.106.12 (including for determining the Applicable Rate, the availability or usage of the Available Amount or Qualifying Equity Proceeds or the availability or amount of any baskets).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.1, in the event that the Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.107.1 at any time when the Borrower is required to comply with such financial covenant pursuant to the terms thereof, then (A) after the end of the most recently ended fiscal quarter of the Borrower until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.1(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), Holdings or the Borrower shall have the right to issue Permitted Cure Securities Qualified Capital Stock for cash or otherwise receive cash capital contributions and, in each case for Holdings, contribute the proceeds therefrom in the form of Qualified Capital Stock to the capital of Holdings, and in each case, Borrower or obtain a contribution to contribute any such cash to the capital of Borrower its equity (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) ), pursuant to the exercise by Holdings or the Borrower of such Cure Right and written notice to Right, |US-DOCS\115543490.9|| the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 7.1 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA for such fiscal quarter (and for any subsequent period that includes such fiscal quarter) shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 7.1 and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Margin), by an amount equal to the Cure Amount; provided that no Cure Amount shall reduce Indebtedness on an actual or a pro forma basis for any Test Period including the applicable period for purposes of calculating the financial covenant set forth in Section 7.1, nor shall any Cure Amount held by the Borrower qualify as cash or Cash Equivalents for the purposes of calculating any net obligations or liabilities under the terms of this Agreement; and (ii) If, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.107.1, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 7.1 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 7.1 that had occurred shall be deemed cured for all purposes of this Agreement; and (iiiB) The upon receipt by the Administrative Agent of written notice, on or prior to the Anticipated Cure Amount shall be included additionally in Deadline, that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrower or Holdings intends to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Lenders shall not be permitted to accelerate Loans held by them, to terminate the Revolving Commitments held by them or to exercise remedies against the Collateral or any other remedies on the basis of a failure to comply with the requirements of the financial covenants covenant set forth in Section 7.1, unless such failure is not cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline; provided, no Revolving Lender or Swingline Lender shall be required to make a Loan; no Local Fronting Lender shall be required to make a Local Loan; no Issuing Lender shall be required to issue, extend, amend, renew or otherwise modify a Letter of Credit and not for any other purpose under no Local Fronting Lender shall be required to create, extend, amend, renew or otherwise modify an Acceptance, in each case, during such standstill period until the Borrower has exercised its Cure Right and contributed the Cure Amount in accordance with this AgreementSection 8.02(a). (b) Notwithstanding anything herein to the contrary, (i) in each fourfour consecutive fiscal-fiscal quarter period, period there shall be at least two fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of the Facilities and (iii) for purposes of this Section 8.048.2, the Cure Amount utilized shall be no greater than the minimum amount required for purposes of curing to remedy the non-compliance applicable failure to comply with the financial covenants covenant set forth in Section 6.10.7.1. |US-DOCS\115543490.9||

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.10, until the expiration of the 15th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise ex- ercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.0110.3.1, in the event that Borrower fails for purposes of determining whether Obligors have failed to comply with the requirements of any financial covenants set forth covenant contained in Section 6.1010.3.1, until Obligors shall have the expiration right to increase EBITDA for any fiscal period by the amount of Net Proceeds actually received by Infrastructure from its equity holders (by way of additional common equity contributions having terms acceptable to Agent (any such equity contribution so included in the 15th Business Day subsequent calculation of EBITDA, a “Specified Contribution”)) after the end of such fiscal period and on or prior to the date that is 10 days after the certificate calculating compliance date on which financial statements with respect to such financial covenant is fiscal period are required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash 10.1.1 (the “Cure AmountDate”) pursuant ), in each case so long as, on or prior to the exercise by Holdings of such Cure Right and Date, Borrower Agent shall provide written notice to Agent of the Administrative AgentSpecified Contribution, all financial covenants whereupon upon actual receipt of such Net Proceeds the covenant contained in Section 10.3.1 shall be recalculated giving effect to the following pro forma adjustments: adjustments and subject to the following limitations: (ia) Consolidated Specified Contributions may not be made in consecutive quarters, (b) the amount of any Specified Contribution for the purposes of making the recalculation under this Section 10.3.2 of the covenant contained in Section 10.3.1 will be no greater than, nor be less than, the amount required to cause the Obligors to be in compliance with such covenant by increasing EBITDA (and, for the avoidance of doubt, EBITDA may only be increased up to an amount that would cause Section 10.3.1 to be so satisfied), (c) each Specified Contribution will be disregarded for purposes of the calculation of EBITDA and the Fixed Charge Coverage Ratio for all other purposes, including calculating basket levels, the Payment Conditions and other items governed by reference to EBITDA or the Fixed Charge Coverage Ratio, (d) there shall be increasedno reduction in Debt or interest expense as a result of any repayment of Debt in connection with a Specified Contribution for purposes of determining compliance with the Fixed Charge Coverage Ratio in any fiscal period, solely (e) there shall be no more than five Specified Contributions made in the aggregate after the Closing Date, (f) the Net Proceeds received by Infrastructure from each Specified Contribution may not be used to repay any other Debt (excluding the Obligations), and (g) any contribution to the extent utilized as a cure pursuant Section 10.3.2 of the Term Loan Agreement shall be deemed to not be a Specified Contribution. Upon receipt of a Specified Contribution, Borrower Agent shall deliver to Agent a new Compliance Certificate for the purpose of measuring applicable test period setting forth the recalculated financial covenants covenant as provided above and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, demonstrating compliance with such covenant after giving effect to such recalculation; upon receipt by Agent of such Specified Contribution and delivery by Borrower Agent of such Compliance Certificate, the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower Borrowers shall be deemed to have satisfied the requirements of Section 6.10 10.3.1 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the covenant and any related default or Event of Default of such financial covenant that had occurred shall be deemed cured and no longer in existence; provided that, prior to the receipt by Agent of such Specified Contribution and delivery by Borrower Agent of such Compliance Certificate, an Event of Default shall exist for all purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement, and Lenders and Issuing Bank shall not be required to make any Loans or issue any Letters of Credit, as applicable. For the avoidance of doubt, Specified Contributions shall not include any Second Amendment Incremental Financing. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails would fail to comply with the requirements of Section 5.1 on the last day of any Test Period, any cash equity contribution made to the U.S. Borrower (in the form of (or in respect of) (x) common equity or (y) preferred equity (other than Disqualified Stock)) after the beginning of the last Fiscal Quarter of such Test Period and on or prior to the day that is ten (10) Business Days after the date on which consolidated financial covenants set forth statements of the U.S. Borrower for such Fiscal Quarter (or for the Fiscal Year ending with such Fiscal Quarter) are required to be delivered under Section 6.1, will, at the request of the U.S. Borrower, be included in the calculation of LTM EBITDA for the purposes of determining compliance with Section 5.1 as of the last day of such Test Period and the subsequent Test Periods that include such Fiscal Quarter (any such equity contribution so included in the calculation of LTM EBITDA, a “Specified Equity Contribution”); provided that (a) no more than two Specified Equity Contributions may be made in any consecutive four Fiscal Quarter period, and no more than five Specified Equity Contributions may be made during the term of this Agreement, (b) a Specified Equity Contribution shall not be greater than the amount required to cause the U.S. Borrower to be in compliance with the covenant in Section 6.105.1 as of the last day of such Test Period, (c) the Specified Equity Contributions shall be counted solely for the purposes of compliance with Section 5.1 and shall not be included for the purposes of determining the availability or amount of any covenant baskets or carve-outs or for determining the Applicable Margin, the Revolving Commitment Fee Rate or the proportion of Excess Cash Flow required to prepay the Term Loans and (d) the Specified Equity Contribution shall not, as of the last day of the Test Period in respect of which it was made, reduce Indebtedness for purposes of calculating the covenants in Section 5.1 (it being understood that this clause (d) shall not apply with respect to any subsequent Test Period, even if such subsequent Test Period includes the applicable Fiscal Quarter). Upon the Administrative Agent’s receipt of a written notice from the U.S. Borrower that the U.S. Borrower intends to exercise its rights under this Section 5.2 (a “Notice of Intent to Cure”) until the expiration 10th Business Day after the date on which consolidated financial statements of the 15th Business Day subsequent to U.S. Borrower for the date Fiscal Quarter (or for the certificate calculating compliance Fiscal Year ending with such financial covenant is Fiscal Quarter) to which such Notice of Intent to Cure relates are required to be delivered pursuant to Section 5.01(d6.1, neither the Administrative Agent (nor any sub-agent therefor) nor any Lender shall exercise any right to accelerate the Loans or terminate the Commitments, and none of the Administrative Agent (nor any sub-agent therefor), Holdings any Lender, any L/C Issuer or any other Secured Party shall have the exercise any right to issue Permitted Cure Securities for cash foreclose on or otherwise receive cash contributions take possession of any Collateral or any other right or remedy under the Loan Documents solely on the basis of an Event of Default under Section 5.1). Notwithstanding the foregoing, upon the occurrence and during the continuance of an Event of Default arising under Section 5.1, no Loan and no Issuance in respect of a Letter of Credit shall be required to the capital of Holdingsbe made, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the until receipt by the U.S. Borrower of such cash (the “Cure Amount”) Specified Equity Contribution or waiver of the applicable Event of Default pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreementterms hereof. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01 or 9.02, in the event that Borrower fails the Borrowers fail to comply with the requirements of any the financial covenants covenant set forth in Section 6.108.10(a) at any time when PSP is required to comply with such financial covenant, pursuant to the terms thereof, then (A) until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered pursuant to Section 5.01(d7.01 (a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), Holdings PSP shall have the right to issue Permitted Cure Securities or obtain a contribution to its equity (which shall be in the form of common equity or otherwise in a form reasonably acceptable to the Administrative Agent) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower PSP of such cash (the “Cure Amount”) ), pursuant to the exercise by Holdings PSP of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 8.10(a) and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; andprovided that (1) the receipt by PSP of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness (including as unrestricted cash or Cash Equivalents of the Borrowers and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); (ii) If, after giving effect to the foregoing recalculations, Borrower the Borrowers shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.108.10(a), Borrower the Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 8.10(a) that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The (B) upon receipt by the Administrative Agent of written notice, on or prior to the Anticipated Cure Amount shall be included additionally in Deadline, that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrowers intend to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of the financial covenants and covenant set forth in Section 8.10(a), unless such failure is not for cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline. For the avoidance of doubt, the Borrower shall not be able to obtain any other purpose under this Agreement. (b) Credit Extension hereunder until receipt by the Administrative Agent of the Cure Amount. Notwithstanding anything herein to the contrary, (i) in each fourfour consecutive fiscal-fiscal quarter period, period there shall be at least two fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of this Agreement and (iii) for purposes of this Section 8.048.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of curing to remedy the non-compliance applicable failure to comply with the financial covenants covenant set forth in Section 6.108.10(a).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.1, in the event that the Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.106.8, until the expiration of the 15th 10th Business Day subsequent to the due date for delivery of the certificate calculating compliance with such financial covenant is required to be delivered Compliance Certificate for the applicable Fiscal Quarter pursuant to Section 5.01(d5.1(d), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and the Borrower. Such amounts shall be added to Consolidated Adjusted EBITDA (such amount a “Specified Equity Contribution”) solely for purposes of determining compliance with Section 6.8 for the Fiscal Quarter immediately preceding the Fiscal Quarter in each case, to contribute any which such cash to proceeds are so received by the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of applicable subsequent periods which include such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants Fiscal Quarter and not for any other purpose under this Agreement, by an amount equal to Agreement (including not for the Cure Amount; and (ii) If, purpose of calculating the Net Equity Proceeds Amount or any calculations testing pro forma compliance with the financial covenant set forth in Section 6.8 or the Total Leverage Ratio or Secured Leverage Ratio). If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.8, then the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.8 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant that Section 6.8 which had occurred shall be deemed cured for all purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementCredit Documents. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there no event shall the Borrower be at least entitled to exercise the right described in clause (a) above in more than two fiscal quarters in which the Cure Right is not exercisedFiscal Quarters during any period of four consecutive Fiscal Quarters, (ii) in each eight-fiscal quarter periodno event may the right described in clause (a) above be exercised more than four times prior to the Term Loan Maturity Date, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) the amount of any Specified Equity Contribution received during a Fiscal Quarter and added to Consolidated Adjusted EBITDA for purposes of this Section 8.04, the Cure Amount immediately preceding Fiscal Quarter shall be no greater than the amount required to cause the Borrower to be in compliance with Section 6.8 in such immediately preceding Fiscal Quarter, (iv) there shall be no pro forma reduction in indebtedness (whether directly or indirectly by way of netting) with the proceeds of any Specified Equity Contribution for purposes of curing the non-determining compliance with financial covenants set forth Section 6.8 during any period in which such Specified Equity Contribution is included in the calculation of Consolidated Adjusted EBITDA, (v) to the extent that any Specified Equity Contribution is used to repay Indebtedness, such Indebtedness shall not be deemed to have been repaid for purposes of calculating the Total Leverage Ratio or the Secured Leverage Ratio for the period with respect to which such Compliance Certificate applies or any other Compliance Certificate including such period, and (vi) no Lender shall be required to make any Credit Extension hereunder if an Event of Default under Section 6.106.8 has occurred and is continuing during the 10 Business Day period during which the Borrower may exercise its right under Section 8.2(a) unless and until the Specified Equity Contribution is actually received by the Borrower.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, commencing with the fiscal quarter of Holdings ending on June 30, 2024, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Covenants, until the expiration of the 15th tenth (10th) Business Day subsequent to the date the certificate calculating compliance with such financial covenant the Financial Covenants is required to be delivered pursuant to Section 5.01(d5.04(c) with respect to the applicable fiscal quarter or fiscal year (the “Cure Expiration Date”), Holdings shall have the right right, for the benefit of the Borrower, so long as the proceeds of such Specified Cure Contribution (as defined below) are contributed to the Borrower, to issue Permitted Cure Securities Eligible Equity Interests for cash or otherwise to receive a cash contributions to the capital contribution in respect of Holdings, and in each case, to contribute any such cash to the capital of Borrower its equity constituting Eligible Equity Interests (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Specified Cure AmountContribution”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Financial Covenants shall be recalculated giving effect to the following pro forma adjustmentsadjustments in a manner acceptable to the Administrative Agent: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring determining compliance with the financial covenants Financial Covenants and not for any other purpose under this Agreement, by an amount equal to the Specified Cure AmountContribution; and (ii) Ifif, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Covenants that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is may not exercisedbe exercised more than two (2) times in any period of four (4) consecutive fiscal quarters of Holdings and may not be exercised in any two (2) consecutive fiscal quarters, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not shall be exercised and no more than five (5) times over the term of this Agreement, (iii) for purposes of this Section 8.04, the Specified Cure Amount Contribution shall be no greater than the amount required for purposes of curing complying with the non-Financial Covenants, (iv) any Specified Cure Contribution shall be used as a prepayment of the Loans under Section 2.11(a), (v) there shall be no pro forma or other reduction of (A) the amount of Consolidated Net Debt included in clause (a) of the definition of the term “Net Leverage Ratio” (whether as a result of any prepayment of Indebtedness or any netting of cash or Permitted Investments) or (B) the amount included in clause (b) of the definition of the term “Interest Coverage Ratio”, in each case, by the amount of any Specified Cure Contribution for purposes of determining compliance with financial covenants set forth the Financial Covenants as of the last day of the fiscal quarter in Section 6.10.respect of IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" "" ""

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that the Borrower fails to comply with the requirements of Section 9.01(a) and/or Section 9.01(b) during any financial covenants set forth in Section 6.10fiscal quarter, then during the period beginning on the first day after the subject fiscal quarter until the expiration of the 15th tenth Business Day subsequent to the date the compliance certificate for calculating compliance with such financial covenant the Net Leverage Ratio or Current Ratio, as applicable, is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash 8.01(c) (the “Cure AmountPeriod”) pursuant to ), the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Borrower shall be permitted to cure such failure to comply by requesting that the Net Leverage Ratio and/or Current Ratio, as applicable, be recalculated giving effect to by increasing the following pro forma adjustments: (i) Borrower’s EBITDAX and/or Consolidated EBITDA shall be increasedCurrent Assets, solely for as the purpose of measuring the financial covenants and not for any other purpose under this Agreementcase may be, by an amount equal to the proceeds of equity issued Borrower to one or more of the holders of the Equity Interests in Borrower or by contributions to the equity of Borrower by one or more of the holders of the Equity Interests in Borrower, during the Cure Period (such net cash proceeds amount so contributed to the Borrower, the “Cure Amount”); and provided that (i) the proceeds of the equity cure shall be used to repay the Loans, (ii) Ifthe Borrower shall deliver written notice to the Administrative Agent concurrently with delivery of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such equity contribution in the computation required by clause (ii) of such Section 8.01(c); (iii) the amount of the Cure Amount added to EBITDAX and/or Consolidated Current Assets, as the case may be, shall not be greater than the amount required to cause the Borrower to be in compliance with the Net Leverage Ratio and/or the Current Ratio, as applicable (but the amount of such Cure Amount deemed to apply to the applicable financial covenant shall not exceed the minimum amount necessary to cure such financial covenant breach and that, in demonstrating compliance with each financial covenant, only the minimum amount necessary to cure such financial covenant shall be included in the calculation for such financial covenant); (iv) the Borrower may not cure any default of the Net Leverage Ratio or Current Ratio by an equity cure more than (A) two (2) times in the aggregate for all such cures during any period of four consecutive fiscal quarters, with the simultaneous cure of both the Net Leverage Ratio and the Current Ratio in a single quarter counting as a single cure for purposes of this clause (A) or (B) four (4) times in the aggregate for all such cures prior to the Maturity Date with the simultaneous cure of both the Net Leverage Ratio and the Current Ratio in a single quarter counting as one cure for purposes of this clause (B) (provided that, if the Borrower exercises its cure right prior to the date financial statements are required to be delivered for a relevant fiscal quarter solely with respect to an anticipated Net Leverage Ratio default or Current Ratio default and the cure amount associated therewith is insufficient to cure a Net Leverage Ratio default or Current Ratio default with respect to such quarter, any subsequent exercise of a cure right prior to the cure deadline to ‘top-up’ such cure amount shall not count as an additional exercise of the cure right) and (v) with respect to any cure of the Net Leverage Ratio prior to the fiscal quarter ending September 30, 2025, the Cure Amount shall be added to EBITDAX after the actual EBITDAX exclusive of such Cure Amount is multiplied in connection with such annualization. The Borrower may apply a Cure Amount to either increase EBITDAX or increase Consolidated Current Assets in the same fiscal quarter; provided that to both increase EBITDAX and increase Consolidated Current Assets, separate Cure Amounts must be applied to each increase. With respect to a Cure Amount applied to EBITDAX, the resulting increase in the Borrower’s EBITDAX, shall be taken into account in calculating the Net Leverage Ratio for any Rolling Period that includes any fiscal quarter with respect to which such cure right was exercised. If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with Section 9.01(a) or Section 9.01(b), as the requirements of all financial covenants set forth in Section 6.10case may be, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or Event of Default of any such financial covenant that had occurred shall be deemed cured for purposes the purpose of this Agreement; and Agreement and the other Loan Documents. After receiving the notice provided above, neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and none of Administrative Agent, any Lender or any Secured Party shall exercise any right to foreclose on or take possession of the Collateral or exercise any other remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of an Event of Default having occurred and continuing under Section 9.01 (iiiexcept to the extent that the Borrower has confirmed in writing that it is not going to receive a Cure Amount). The parties hereby acknowledge and agree that (x) The Cure Amount shall this Section 9.01(c) may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on or used for purposes of calculating determining permitted amounts with respect to covenants in this Agreement other than Section 9.01(a) and Section 9.01(b) and (y) that such deemed increase to EBITDAX or Consolidated Current Assets, in any fiscal quarter shall be applied solely for the financial covenants purpose of determining the existence of a Default or Event of Default under Section 9.01(a) and Section 9.01(b) with respect to any Rolling Period that includes such fiscal quarter and not for any other purpose under this Agreement. any Loan Document (b) Notwithstanding anything herein including any determination of pro forma compliance with the Net Leverage Ratio for the purposes of incurring any Specified Additional Debt or making any Restricted Payment or any other purpose (even if the proceeds of any Cure Amount are actually used to reduce Debt or Consolidated Current Liabilities)). For the contraryavoidance of doubt, (i) in each four-fiscal quarter period, there no Lender or Issuing Bank shall be at least two fiscal quarters in which required to make any extension of credit hereunder during the Cure Right is not exercisedPeriod, (ii) in each eight-fiscal quarter period, there unless the Borrower shall be a period of at least four consecutive quarters during which have received the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Amount.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01 or 9.02, in the event that Borrower fails the Borrowers fail to comply with the requirements of any the financial covenants covenant set forth in Section 6.108.10(a) at any time when Holdings is required to comply with such financial covenant, pursuant to the terms thereof, then (A) until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered pursuant to Section 5.01(d7.01(a) or (b) (the last day of such period being the “Anticipated Cure Deadline”), Holdings shall have the right to issue Permitted Cure Securities or obtain a contribution to its equity (which shall be in the form of common equity or otherwise in a form reasonably acceptable to the Administrative Agent) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower Holdings of such cash (the “Cure Amount”) ), pursuant to the exercise by Holdings of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 8.10(a) shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 8.10(a) and not for any other purpose under this AgreementAgreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs (including the determination of the Available Amount) or determining the Applicable Rate), by an amount equal to the Cure Amount; andprovided that (1) the receipt by Holdings of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement (including but not limited to determining the availability or amount of any covenant baskets or carve-outs or determining the Applicable Rate) and (2) no Cure Amount shall reduce Indebtedness (including as unrestricted cash or Cash Equivalents of Holdings and the Restricted Subsidiaries) on a Pro Forma Basis for the applicable fiscal quarter for which such Cure Amount was contributed for purposes of calculating the financial covenant set forth in Section 8.10(a); (ii) If, after giving effect to the foregoing recalculations, Borrower the Borrowers shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.108.10(a), Borrower the Borrowers shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 8.10(a) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 8.10(a) that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The upon receipt by the Administrative Agent of written notice, on or prior to the Anticipated Cure Amount shall be included additionally in Deadline, that the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which Borrowers intend to exercise the Cure Right was exercised for purposes in respect of calculating a fiscal quarter, the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of the financial covenants and covenant set forth in Section 8.10(a), unless such failure is not for cured pursuant to the exercise of the Cure Right on or prior to the Anticipated Cure Deadline. For the avoidance of doubt, the Borrower shall not be able to obtain any other purpose under this Agreement. (b) Credit Extension hereunder until receipt by the Administrative Agent of the Cure Amount. Notwithstanding anything herein to the contrary, (i) in each fourfour consecutive fiscal-fiscal quarter period, period there shall be at least two fiscal quarters in respect of which the Cure Right is not exercised, (ii) there can be no more than five fiscal quarters in each eight-fiscal quarter period, there shall be a period respect of at least four consecutive quarters during which the Cure Right is not exercised during the term of this Agreement and (iii) for purposes of this Section 8.048.10(b), the Cure Amount utilized shall be no greater than the minimum amount required for purposes of curing to remedy the non-compliance applicable failure to comply with the financial covenants covenant set forth in Section 6.108.10(a).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, Article VIII and until the expiration of the 15th tenth (10th) Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.01(a) or (b), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions as applicable, with respect to the capital applicable fiscal quarter (or the fiscal year ended on the last day of Holdings, and in each case, to contribute any such cash to the capital of Borrower fiscal quarter) hereunder (collectivelysuch date, the “Cure RightExpiration Date”), the Borrower may engage in a Permitted Equity Issuance and upon apply the receipt by Borrower amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: proceeds (i) Consolidated EBITDA shall are actually received by the Borrower no later than ten (10) Business Days after the date on which financial statements are required to be increaseddelivered with respect to such fiscal quarter hereunder, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to comply with Article VIII for any applicable period, and (iv) shall not result in any pro forma reduction in Indebtedness for the purposes of determining compliance with the financial covenant set forth in Article VIII for the fiscal quarter in which such Permitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 9.04(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the financial covenants and not for any other purpose under this Agreementamount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) Notwithstanding anything herein to the contraryIn each period of four fiscal quarters, (i) in each four-fiscal quarter period, there shall be at least two (2) fiscal quarters in which the Cure Right no cure set forth in Section 9.04(a) is not exercised, made and (ii) during the term of this Agreement, the cure set forth in each eight-Section 9.04(a) shall not be exercised more than five times. (c) Notwithstanding anything to the contrary contained in Section 9.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the financial covenant set forth in Article VIII, the Borrower may cure such failure by repaying Revolving Credit Loans and Swing Line Loans and Cash Collateralizing 101% of the Outstanding Amount of all L/C Obligations no later than ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter period, there hereunder. Upon the effectiveness of such repayment and/or Cash Collateralization (i) the failure to comply with the financial covenant set forth in Article VIII that occurred (or would have occurred) shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) deemed cured for purposes of this Section 8.04Agreement and (ii) if prior to such time the Revolving Credit Lenders have declared all outstanding obligations under the Revolving Credit Facilities to be immediately due and payable solely as a result of such failure to comply with Article VIII, the Cure Amount such declaration shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.deemed to be automatically rescinded at such time. 705

Right to Cure. (a) . (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that Borrower fails Holdings and the Restricted Subsidiaries fail to comply with the requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, as of the last day of any financial covenants set forth in Section 6.10fiscal quarter of Holdings, at any time after the beginning of such fiscal quarter until the expiration of the 15th 10th Business Day subsequent to the date on which a Compliance Certificate with respect to such fiscal quarter (or the certificate calculating compliance with fiscal year ended on the last day of such financial covenant fiscal quarter) is required to be delivered pursuant to in accordance with Section 5.01(d), Holdings shall have the right to issue Permitted Qualified Equity Interests (that do not constitute any portion of the Liquidity Cure Securities Amount) for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to Holdings as cash common equity or other Qualified Equity Interests (which Holdings shall contribute any such cash through its Restricted Subsidiaries to the capital of Borrower as cash common equity) (collectively, the “Cure Right”), and upon the receipt by the Borrower of the Net Proceeds of such cash issuance (the “EBITDA Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Total Net Leverage Ratio and/or minimum Consolidated EBITDA shall be recalculated (solely for the purposes of Section 6.10(a) and/or Section 6.10(b), as applicable) giving effect to the following pro forma adjustmentsadjustment: (i) Consolidated EBITDA shall be increasedincreased with respect to such applicable fiscal quarter and any four fiscal quarter period that contains such fiscal quarter, solely for the purpose of measuring compliance with the financial covenants requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, and not for any other purpose under this Agreement, by an amount equal to the EBITDA Cure Amount; andand NAI-1532775236v11532775236v9 134 Blue Bird Body Company Credit Agreement (ii) Ifif, after giving effect to the foregoing recalculationspro forma adjustment (without giving effect to any repayment of any Indebtedness with any portion of the EBITDA Cure Amount or any portion of the EBITDA Cure Amount on the balance sheet of Holdings and its Restricted Subsidiaries, Borrower in each case, with respect to such fiscal quarter only), Holdings and its Restricted Subsidiaries shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.10(a) and/or Section 6.10(b), Borrower as applicable, Holdings and its Restricted Subsidiaries shall be deemed to have satisfied the requirements of Section 6.10 6.10(a) and/or Section 6.10(b), as applicable, as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 6.10(a) and/or Section 6.10(b), as applicable, that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-four consecutive fiscal quarter period, period of the Borrower there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter periodduring the term of this Agreement, there shall be a period of at least four consecutive quarters during which the Cure Right is shall not be exercised more than five times and (iii) for purposes of this Section 8.047.02, the EBITDA Cure Amount shall be no greater than the amount required for purposes of curing complying with the requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, and any amounts in excess thereof shall not be deemed to be an EBITDA Cure Amount. Notwithstanding any other provision in this Agreement to the contrary, the EBITDA Cure Amount received pursuant to any exercise of the Cure Right shall be disregarded for purposes of determining any financial-ratio based conditions other than compliance with the requirements of Section 6.10(a) and/or Section 6.10(b), as applicable, and there shall be no pro forma reduction in indebtedness with the proceeds of any EBITDA Cure Amount nor any increase in the available unrestricted cash on the balance sheet of Holdings and its Restricted Subsidiaries for purposes of determining compliance with the covenants contained in Section 6.10(a) or Section 6.10(b), the Total Net Leverage Ratio, Liquidity or for any other purpose. For the avoidance of doubt, no Lender shall be required to make any extension of credit and no Issuing Bank shall be required to Issue any Letters of Credit during the ten Business Day period referred to in clause (a) above unless the Borrower has received the proceeds of such EBITDA Cure Amount. (c) Notwithstanding anything to the contrary contained in Section 7.01, in the event that Holdings and the Restricted Subsidiaries fail to comply with the requirements of Section 6.10(c), as of the last Friday of any fiscal month (or, if such day is not a Business Day, the immediately preceding Business Day) (the “Liquidity Date”), at any time prior to the expiration of the third (3rd) Business Day subsequent to the date on which a Compliance Certificate with respect to such fiscal month is required to be delivered in accordance with Section 5.01(d), Holdings shall have the right to issue Qualified Equity Interests (that do not constitute any portion of the EBITDA Cure Amount) for cash or otherwise receive cash contributions to the capital of Holdings as cash common equity or other Qualified Equity Interests (which Holdings shall contribute through its Restricted Subsidiaries to the Borrower as cash common equity) (collectively, the “Liquidity Cure Right”), and upon the receipt by the Borrower of the Net Proceeds of such issuance (the “Liquidity Cure Amount”) pursuant to the exercise by Holdings of such Liquidity Cure Right, the Liquidity shall be recalculated to include such Net Proceeds solely for the purposes of determining compliance with Section 6.10(c) as of the applicable Liquidity Date for such prior fiscal month. If, after giving effect to the foregoing recalculation Holdings and its Restricted Subsidiaries shall then be in compliance with the requirements of Section 6.10(c), then Holdings and its Restricted Subsidiaries shall be deemed to have satisfied the requirements of such Section 6.10(c) as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of such Section 6.10(c) that had occurred shall be deemed cured for the purposes of this Agreement. NAI-1532775236v11532775236v9 135 Blue Bird Body Company Credit Agreement (d) Notwithstanding anything herein to the contrary, (i) in each three consecutive month period of the Borrower there shall be at least two non-consecutive months in which the Liquidity Cure Right is not exercised, (ii) during the term of this Agreement, the Liquidity Cure Right shall not be exercised more than two times and (iii) for purposes of this Section 7.02, the Liquidity Cure Amount shall be no greater than the amount required for purposes of complying with Section 6.10(c) and any amounts in excess thereof shall not be deemed to be a Liquidity Cure Amount. Notwithstanding any other provision in this Agreement to the contrary, there shall be no increase in the available unrestricted cash on the balance sheet of Holdings and its Restricted Subsidiaries for purposes of determining compliance with financial covenants set forth the covenant in Section 6.106.10(a) or for any other purpose other than compliance with Section 6.10(c). For the avoidance of doubt, no Lender shall be required to make any extension of credit and no Issuing Bank shall be required to Issue any Letters of Credit during the three (3) Business Day period referred to in clause (c) above unless the Borrower has received the proceeds of such Liquidity Cure Amount.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, Article VIII and until the expiration of the 15th tenth (10th) Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.01(a) or (b), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions as applicable, with respect to the capital applicable fiscal quarter (or the fiscal year ended on the last day of Holdings, and in each case, to contribute any such cash to the capital of Borrower fiscal quarter) hereunder (collectivelysuch date, the “Cure RightExpiration Date”), the Borrower may engage in a Permitted Equity Issuance and upon apply the receipt by Borrower amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: proceeds (i) Consolidated EBITDA shall are actually received by the Borrower no later than ten (10) Business Days after the date on which financial statements are required to be increaseddelivered with respect to such fiscal quarter hereunder, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to comply with Article VIII for any applicable period, and (iv) shall not result in any pro forma reduction in Indebtedness for the purposes of determining compliance with the financial covenant set forth in Article VIII for the fiscal quarter in which such Permitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 9.04(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the financial covenants and not for any other purpose under this Agreementamount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) Notwithstanding anything herein to the contrary, (i) in In each four-period of four fiscal quarter periodquarters, there shall be at least two (2) fiscal quarters in which the Cure Right no cure set forth in Section 9.04(a) is not exercised, made and (ii) during the term of this Agreement, the cure set forth in each eight-Section 9.04(a) shall not be exercised more than five times. (c) Notwithstanding anything to the contrary contained in Section 9.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the financial covenant set forth in Article VIII, the Borrower may cure such failure by repaying Revolving Credit Loans and Swing Line Loans and Cash Collateralizing 101% of the Outstanding Amount of all L/C Obligations no later than ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter period, there hereunder. Upon the effectiveness of such repayment and/or Cash Collateralization (i) the failure to comply with the financial covenant set forth in Article VIII that occurred (or would have occurred) shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) deemed cured for purposes of this Section 8.04Agreement and (ii) if prior to such time the Revolving Credit Lenders have declared all outstanding obligations under the Revolving Credit Facilities to be immediately due and payable solely as a result of such failure to comply with Article VIII, the Cure Amount such declaration shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10deemed to be automatically rescinded at such time.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that the Borrower fails to comply with the requirements of Section 9.01(a) and/or Section 9.01(b) during any financial covenants set forth in Section 6.10fiscal quarter, then during the period beginning on the first day after the subject fiscal quarter until the expiration of the 15th tenth Business Day subsequent to the date the compliance certificate for calculating compliance with such financial covenant the Net Leverage Ratio or Current Ratio, as applicable, is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash 8.01(c) (the “Cure AmountPeriod”) pursuant to ), the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Borrower shall be permitted to cure such failure to comply by requesting that the Net Leverage Ratio and/or Current Ratio, as applicable, be recalculated giving effect to by increasing the following pro forma adjustments: (i) Borrower’s EBITDAX and/or Consolidated EBITDA shall be increasedCurrent Assets, solely for as the purpose of measuring the financial covenants and not for any other purpose under this Agreementcase may be, by an amount equal to the proceeds of equity issued Borrower to one or more of the holders of the Equity Interests in Borrower or by contributions to the equity of Borrower by one or more of the holders of the Equity Interests in Borrower, during the Cure Period (such net cash proceeds amount so contributed to the Borrower, the “Cure Amount”); and provided that (i) the proceeds of the equity cure shall be used to repay the Loans, (ii) Ifthe Borrower shall deliver written notice to the Administrative Agent concurrently with delivery of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such equity contribution in the computation required by clause (ii) of such Section 8.01(c); (iii) the amount of the Cure Amount added to EBITDAX and/or Consolidated Current Assets, as the case may be, shall not be greater than the amount required to cause the Borrower to be in compliance with the Net Leverage Ratio and/or the Current Ratio, as applicable (but the amount of such Cure Amount deemed to apply to the applicable financial covenant shall not exceed the minimum amount necessary to cure such financial covenant breach and that, in demonstrating compliance with each financial covenant, only the minimum amount necessary to cure such financial covenant shall be included in the calculation for such financial covenant); (iv) the Borrower may not cure any default of the Net Leverage Ratio or Current Ratio by an equity cure more than (A) two (2) times in the aggregate for all such cures during any period of four consecutive fiscal quarters, with the simultaneous cure of both the Net Leverage Ratio and the Current Ratio in a single quarter counting as a single cure for purposes of this clause (A) or (B) four (4) times in the aggregate for all such cures prior to the Maturity Date with the simultaneous cure of both the Net Leverage Ratio and the Current Ratio in a single quarter counting as one cure for purposes of this clause (B) (provided that, if the Borrower exercises its cure right prior to the date financial statements are required to be delivered for a relevant fiscal quarter solely with respect to an anticipated Net Leverage Ratio default or Current Ratio default and the cure amount associated therewith is insufficient to cure a Net Leverage Ratio default or Current Ratio default with respect to such quarter, any subsequent exercise of a cure right prior to the cure deadline to ‘top-up’ such cure amount shall not count as an additional exercise of the cure right) and (v) with respect to any cure of the Net Leverage Ratio prior to the fiscal quarter ending September 30, 2025, the Cure Amount shall be added to EBITDAX after the actual EBITDAX exclusive of such Cure Amount is mulitplied in connection with such annualization. The Borrower may apply a Cure Amount to either increase EBITDAX or increase Consolidated Current Assets in the same fiscal quarter; provided that to both increase EBITDAX and increase Consolidated Current Assets, separate Cure Amounts must be applied to each increase. With respect to a Cure Amount applied to EBITDAX, the resulting increase in the Borrower’s EBITDAX, shall be taken into account in calculating the Net Leverage Ratio for any Rolling Period that includes any fiscal quarter with respect to which such cure right was exercised. If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with Section 9.01(a) or Section 9.01(b), as the requirements of all financial covenants set forth in Section 6.10case may be, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or Event of Default of any such financial covenant that had occurred shall be deemed cured for purposes the purpose of this Agreement; and Agreement and the other Loan Documents. After receiving the notice provided above, neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and none of Administrative Agent, any Lender or any Secured Party shall exercise any right to foreclose on or take possession of the Collateral or exercise any other remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of an Event of Default having occurred and continuing under Section 9.01 (iiiexcept to the extent that the Borrower has confirmed in writing that it is not going to receive a Cure Amount). The parties hereby acknowledge and agree that (x) The Cure Amount shall this Section 9.01(c) may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on or used for purposes of calculating determining permitted amounts with respect to covenants in this Agreement other than Section 9.01(a) and Section 9.01(b) and (y) that such deemed increase to EBITDAX or Consolidated Current Assets, in any fiscal quarter shall be applied solely for the financial covenants purpose of determining the existence of a Default or Event of Default under Section 9.01(a) and Section 9.01(b) with respect to any Rolling Period that includes such fiscal quarter and not for any other purpose under this Agreement. any Loan Document (b) Notwithstanding anything herein including any determination of pro forma compliance with the Net Leverage Ratio for the purposes of incurring any Specified Additional Debt or making any Restricted Payment or any other purpose (even if the proceeds of any Cure Amount are actually used to reduce Debt or Consolidated Current Liabilities)). For the contraryavoidance of doubt, (i) in each four-fiscal quarter period, there no Lender or Issuing Bank shall be at least two fiscal quarters in which required to make any extension of credit hereunder during the Cure Right is not exercisedPeriod, (ii) in each eight-fiscal quarter period, there unless the Borrower shall be a period of at least four consecutive quarters during which have received the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Amount.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails reasonably expects to fail (or has failed) to comply with Section 6.12 as of the requirements last day of any financial covenants set forth in Section 6.10fiscal quarter, at any time during such fiscal quarter and until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is statements are required to be delivered pursuant to Section 5.01(d5.01(a) or Section 5.01(b) with respect to such fiscal quarter (the “Cure Deadline”), Holdings the Borrower shall have the right to issue Permitted Cure Securities Equity Interests (other than Disqualified Equity Interests) for cash or otherwise receive cash contributions to in respect of the capital Equity Interests (other than Disqualified Equity Interests) of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of the Net Proceeds of such cash issuance or contribution (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to (provided such Cure Amount is received by the Administrative Agent, all financial covenants Borrower on or before the applicable Cure Deadline) compliance with Section 6.12 as of the last day of such fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increasedincreased with respect to the applicable fiscal quarter with respect to which such Cure Amount is received by the Borrower and for the applicable subsequent periods that include such fiscal quarter, solely for the purpose of measuring the financial covenants determining whether an Event of Default has occurred and is continuing as a result of a violation of Section 6.12 and, subject to clause (b)(iv) below, not for any other purpose under this AgreementAgreement (including for determining the Applicable Rate, the availability or usage of the Available Amount or Qualifying Equity Proceeds or the availability or amount of any baskets), by an amount equal to the Cure Amount; andAmount and any prepayment of Indebtedness with the Cure Amount shall be disregarded for purposes of measuring compliance with Section 6.12 as of the last day of such fiscal quarter; (ii) Ifif, after giving effect to such increase in Consolidated EBITDA, the foregoing recalculations, Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.12, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.12 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant under Section 6.12 that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The no Cure Amount shall reduce or be included additionally in the amount calculations of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes Total Debt in the fiscal quarter for with respect to which such Cure Amount is deemed applied; provided that the Borrower shall have notified the Administrative Agent in writing of the exercise of such Cure Right within five Business Days of the receipt of the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementAmounts. (b) Notwithstanding anything herein to the contrary, (i) in each fourfour fiscal-fiscal quarter period, period there shall be at least no more than two fiscal quarters in with respect to which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period no more than five exercises of at least four consecutive quarters during which the Cure Right is not exercised and in the aggregate, (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.12 as of the non-end of the applicable Test Period (such amount, the “Necessary Cure Amount”); provided, however, that, if the Cure Right is exercised prior to the date financial statements are required to be delivered for any fiscal quarter, then the Cure Amount shall be equal to the amount reasonably determined by the Borrower in good faith to be required for purposes of complying with Section 6.12 as of the last day of such fiscal quarter (such amount, the “Expected Cure Amount”) and (iv) all Cure Amounts (other than any excess of the Expected Cure Amount over the Necessary Cure Amount with respect to any fiscal quarter) shall be disregarded for all purposes other than determining compliance with financial covenants set forth in Section 6.106.12 (including for determining the Applicable Rate, the availability or usage of the Available Amount or Qualifying Equity Proceeds or the availability or amount of any baskets).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails reasonably expects to fail (or has failed) to comply with Section 6.04 as of the requirements last day of any financial covenants set forth in Section 6.10fiscal quarter, at any time during such fiscal quarter and until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is statements are required to be delivered pursuant to Section 5.01(d5.01(a) or Section 5.01(b) with respect to such fiscal quarter (the “Cure Deadline”), Holdings the Borrower shall have the right to issue Permitted Cure Securities Equity Interests (other than Disqualified Equity Interests) for cash or otherwise receive cash contributions to in respect of the capital Equity Interests (other than Disqualified Equity Interests) of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of the net proceeds of such cash issuance or contribution (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to (provided such Cure Amount is received by the Administrative Agent, all financial covenants Borrower on or before the applicable Cure Deadline) compliance with Section 6.04 as of the last day of such fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increasedincreased with respect to the applicable fiscal quarter with respect to which such Cure Amount is received by the Borrower and for the applicable subsequent periods that include such fiscal quarter, solely for the purpose of measuring the financial covenants determining whether an Event of Default has occurred and is continuing as a result of a violation of Section 6.04 and, subject to clause (b)(iv) below, not for any other purpose under this AgreementAgreement (including for determining the Applicable Rate or the availability or amount of any baskets), by an amount equal to the Cure Amount; andAmount and any prepayment of Indebtedness with the Cure Amount shall be disregarded for purposes of measuring compliance with Section 6.04 as of the last day of such fiscal quarter; (ii) Ifif, after giving effect to such increase in Consolidated EBITDA, the foregoing recalculations, Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.04, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.04 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant under Section 6.04 that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The no Cure Amount shall reduce or be included additionally in the amount calculations of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes Total Debt in the fiscal quarter for with respect to which such Cure Amount is deemed applied; provided that the Borrower shall have notified the Administrative Agent in writing of the exercise of such Cure Right within five Business Days of the receipt of the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementAmounts. (b) Notwithstanding anything herein to the contrary, (i) in each fourfour fiscal-fiscal quarter period, period there shall be at least no more than two fiscal quarters in with respect to which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period no more than five exercises of at least four consecutive quarters during which the Cure Right is not exercised and in the aggregate, (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with Section 6.04 as of the non-end of the applicable Test Period (such amount, the “Necessary Cure Amount”); provided, however, that, if the Cure Right is exercised prior to the date financial statements are required to be delivered for any fiscal quarter, then the Cure Amount shall be equal to the amount reasonably determined by the Borrower in good faith to be required for purposes of complying with Section 6.04 as of the last day of such fiscal quarter (such amount, the “Expected Cure Amount”) and (iv) all Cure Amounts (other than any excess of the Expected Cure Amount over the Necessary Cure Amount with respect to any fiscal quarter) shall be disregarded for all purposes other than determining compliance with financial covenants set forth in Section 6.106.04 (including for determining the Applicable Rate or the availability or amount of any baskets).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, this Agreement: (a) in the event that the Borrower fails to comply with the requirements of any the financial covenants set forth in Section 6.109.01(a) or Section 9.01(b) (collectively, the “Specified Financial Covenants”) as of the end of any fiscal quarter, then during the period commencing on the date that financial statements are delivered pursuant to Section 8.01(a) or (b) for such fiscal quarter until the expiration of the 15th tenth Business Day subsequent to the date the certificate calculating compliance with that such financial covenant is statements are required to be delivered pursuant to Section 5.01(d8.01(a) or (b) for such fiscal quarter (in each case, the last day of such period being the “Anticipated Cure Deadline” and such ten Business Day period, the “Equity Cure Standstill Period”), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive obtain cash contributions to the capital of Holdingsits capital, and in each case, to contribute any such cash to the capital of Borrower other than proceeds from Disqualified Capital Stock (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the a “Cure Amount”) pursuant to ), the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Specified Financial Covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA EBITDAX and consolidated current assets for such fiscal quarter as of the last day of such fiscal quarter shall each be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, increased by an amount equal to such Cure Amount (or necessary portion thereof, as provided below) for purposes of calculating the Specified Financial Covenants as of such fiscal quarter end (and such increase to such fiscal quarter’s EBITDAX and consolidated current assets shall also apply to subsequent calculations of EBITDAX and consolidated current assets in connection with the Specified Financial Covenants for so long as such fiscal quarter’s EBITDAX and consolidated current assets are included in such subsequent calculations); provided that to the extent the Cure AmountAmount is being applied to cure a failure to comply with both Specified Financial Covenants, the Cure Amount (or portion thereof) applied to each Specified Financial Covenant shall be the minimum amount required to remedy the respective failure to comply; and (ii) Total Debt as of the last day of such fiscal quarter shall not be deemed reduced by such Cure Amount, even if the proceeds of any Cure Amount are actually used to repay Debt. (b) If, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Specified Financial Covenants, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such datetherewith, and the applicable breach or Default default of such financial covenant the Specified Financial Covenants that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (bc) Upon receipt by the Administrative Agent of written notice, on or prior to the Anticipated Cure Deadline, that the Borrower intends to exercise the Cure Right in respect of a fiscal quarter, the Administrative Agent and the Lenders shall not be permitted to accelerate Loans held by them or to exercise remedies under the Loan Documents on the basis of a failure to comply with any Specified Financial Covenant until after the applicable Equity Cure Standstill Period; provided that no Lender or Issuing Bank shall be required to make any extension of credit hereunder during the Equity Cure Standstill Period, unless the Borrower shall have received the Cure Amount. (d) Notwithstanding anything herein in this Section 10.03 to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Borrower may not exercise the Cure Right is not exercisedin more than four fiscal quarters during the term of this Agreement or in any two consecutive fiscal quarters, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.0410.03, the Cure Amount utilized shall be no greater than the minimum amount required to remedy all applicable failures to comply with the Specified Financial Covenants, (iii) all Cure Amounts shall be disregarded for the purposes of curing any financial ratio determination under the non-Loan Documents other than for determining compliance with financial covenants set forth the Specified Financial Covenants, and (iv) for the purpose of any calculation of EBITDAX on an annualized basis hereunder, if the Borrower elects to increase EBITDAX for the fiscal quarter most recently ended by an amount equal to a Cure Amount, then such increase shall be included in Section 6.10the calculation of EBITDAX for such fiscal quarter (and any period that includes such fiscal quarter) only after first calculating EBITDAX on an annualized basis without giving effect to such increase (i.e. the Cure Amount shall not be annualized), and (v) to the extent, if any, that EBITDAX or consolidated current assets is calculated under this Agreement for any purpose other than determining compliance with Specified Financial Covenants, the Cure Amount shall not be included in such calculation.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.0111.3(a), in the event that the Borrower fails to comply with the requirements requirement of any financial covenants the covenant set forth in Section 6.1010.9, until the expiration of the 15th fifteenth Business Day subsequent after the date on which Section 9.1 Financials with respect to the date Test Period in which the certificate calculating compliance with covenant set forth in such financial covenant Section is being measured are required to be delivered pursuant to Section 5.01(d9.1 (the “Cure Period”), Holdings the Parent Guarantor or any other Person shall have the right to issue Permitted Cure Securities for make a direct or indirect equity investment (other than in the form of Disqualified Stock) in the Borrower in cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of the net cash proceeds pursuant to the exercise of the Cure Right (including through the capital contribution of any such net cash (proceeds to the Borrower, the “Cure Amount”) pursuant to ), the exercise by Holdings of covenant set forth in such Cure Right and written notice to the Administrative Agent, all financial covenants Section shall be recalculated recalculated, giving effect to the following pro forma adjustments: increase to Consolidated EBITDA for such Test Period in an amount equal to such Cure Amount; provided that (i) such pro forma adjustment to Consolidated EBITDA shall be increased, given solely for the purpose of measuring calculating the financial covenants covenant set forth in such Section with respect to any Test Period that includes the fiscal quarter for which such Cure Right was exercised and not for any other purpose under this Agreementany Credit Document, by an amount equal to (ii) there shall be no pro forma reduction in Indebtedness with the proceeds of any Cure Amount; andRight for determining compliance with Section 10.9 for the fiscal quarter in respect of which such Cure Right is exercised (either directly through prepayment or indirectly as a result of the netting of Unrestricted Cash) and (iii) no other adjustment under any other financial definition shall be made as a result of the exercise of any Cure Right (including no netting of cash constituting any Cure Amount in the definition of Consolidated Superpriority Secured Net Debt (either directly or indirectly through the definition of Unrestricted Cash)). (iib) If, after giving effect the exercise of the Cure Right and the recalculations pursuant to clause (a) above, the foregoing recalculations, Borrower shall then be in compliance with the requirements of all financial covenants the covenant set forth in Section 6.1010.9 during such Test Period (including for the purposes of Section 7), the Borrower shall be deemed to have satisfied the requirements of Section 6.10 such covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach Default or Event of Default of such financial covenant under Section 11.3 that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters provided that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, Test Period there shall be at least two fiscal quarters in for which the no Cure Right is not exercised, (ii) in each eight-fiscal quarter periodno more than five Cure Rights may be exercised during the term of the Revolving Credit Facility, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes with respect to any exercise of this Section 8.04the Cure Right, the Cure Amount shall be no greater than the amount required for purposes of curing to cause the non-Borrower to be in compliance with financial covenants the covenant set forth in Section 6.1010.9. Neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and none of the Administrative Agent, any Lender or any other Secured Party shall exercise any right to foreclose on or take possession of the Collateral or exercise any other remedy prior to the expiration of the Cure Period solely on the basis of an Event of Default having occurred and being continuing with respect to a failure to comply with the requirement of the covenant set forth in Section 10.9 (it being understood that no Revolving Credit Lender or Revolving Letter of Credit Issuer shall be required to fund Revolving Credit Loans or extend new credit in respect of Revolving Letters of Credit during any such Cure Period).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01 but only until the SpinOff Effective Date, in the event that Borrower fails to comply with the requirements of any financial covenants set forth in Event of Default under Section 6.10, until 7.01 or Section 7.02 (the expiration “Specified Covenants”) for any fiscal quarter end of the 15th Business Day subsequent to Company (the “Specified Quarter End”), then during the period commencing from the date that the certificate Compliance Certificate for calculating compliance with such financial covenant Article VII is required to be delivered pursuant to Section 5.01(d), Holdings shall have 5.01(c) for such Specified Quarter End until and ending on the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to expiration of the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower tenth (collectively, 10th) day thereafter (the “Cure RightPeriod”), and upon only so long as the receipt SpinOff Effective Date has not occurred and there exists no other Default or Event of Default, the Borrowers shall be permitted to cure such failure to comply (each such action taken below, a “Cure”) by increasing EBITDA for the fiscal quarter of Borrower of such cash ending on the Specified Quarter End (the “Cure AmountSpecified Fiscal Quarter”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Net Proceeds of any Specified Equity Contribution received by the Borrowers in cash from the Sponsor or any Affiliate or equity owner thereof during the Cure AmountPeriod and Not Otherwise Applied, in which case the Specified Covenants, as applicable, may be retroactively calculated to increase EBITDA for the Specified Fiscal Quarter by such amount; provided that, notwithstanding the foregoing, (a) there shall be no more than two Cures in any consecutive four fiscal quarter period of the Company; (b) the Borrowers shall be permitted only four Cures during the term of this Agreement; (c) no Specified Equity Contribution shall be greater than the amount required for the Borrowers to be in compliance with the Specified Covenants for such Specified Quarter End, as applicable; (d) all Specified Equity Contributions used to effectuate a Cure shall be disregarded for purposes of (i) determining any financial ratio-based conditions (other than the specific Specified Covenants, but only for the purposes of Section 7.01 and/or Section 7.02, as applicable), or any baskets, (ii) determining the Total Leverage Ratio for the purpose of determining pricing in accordance with the terms of the definition of “Applicable Rate”, and (iii) determining cash that may be netted in any ratio-based test or any “cash on hand” or “cash on the balance sheet” test; (e) no cash received pursuant to a Cure may be used for Cash Collateral or any other purpose under this Agreement and the other Loan Documents except to repay Indebtedness in accordance with the terms of this Agreement; (f) regardless of whether the proceeds of the Specified Equity Contribution were actually used to reduce Indebtedness, in no event shall any single Cure be used in any calculation under Article VII or otherwise in this Agreement to both increase EBITDA and reduce Indebtedness of the Borrowers (in whole or in part) in any fiscal quarter or fiscal year of the Company; and (iig) no Cure will be available under this Agreement if the Compliance Certificate for the Specified Fiscal Quarter is not timely delivered to the Lender in accordance with the terms of Section 5.01(c). The Company will give written notice to the Administrative Agent of its intent to effectuate a Cure prior to its delivery to the Administrative Agent of the Compliance Certificate as required by Section 5.01(c) for the Specified Fiscal Quarter End. Such notice shall be irrevocable and will identify the Specified Covenant or Specified Covenants requiring Cure, and the Specified Fiscal Quarter End, in detail reasonably acceptable to the Administrative Agent. Any and each increase to EBITDA as a result of the provisions of this Section 8.02 for any Specified Fiscal Quarter will remain included in EBITDA for each determination of EBITDA under this Agreement that includes such Specified Fiscal Quarter. If, after giving effect to the foregoing recalculations, Borrower the Borrowers shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Specified Covenants, Borrower as applicable, the Company shall, prior to the end of the Cure Period, deliver to the Lender a recalculated Compliance Certificate for the periods ending on the Specified Fiscal Quarter End demonstrating compliance with the Specified Covenants and certifying that there exists no other Default. Upon such delivery, the Borrowers shall be deemed to have satisfied the requirements of Section 6.10 7.01 and/or Section 7.02, as applicable, as of the relevant date of determination Specified Fiscal Quarter End with the same effect as though there had been no failure to comply therewith at on such date, and the applicable breach or Default default of any such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in Agreement and the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementLoan Documents. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article 6, in the event that Borrower fails to comply with the requirements any Loan Party would otherwise be in default of any financial covenants covenant set forth in this Section 6.106, until the expiration ten (10) days following delivery of the 15th Business Day subsequent financial statements to the date the certificate calculating compliance Administrative Agent in accordance with such financial covenant is required Section 5.04(a) or Section 5.04(b) with respect to be delivered pursuant any fiscal period ending on or prior to Section 5.01(d)Mar▇▇ ▇▇, Holdings shall ▇▇▇▇, ▇▇▇▇▇ ▇▇all have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions borrow money from Holdings (which shall be evidenced by the Subordinated Intercompany Note) so long as no mandatory payments thereon are required prior to 180 days after the capital of HoldingsMaturity Date, and in each case, an aggregate amount no greater than what is necessary to contribute any cure such cash to the capital of Borrower default (collectively, the “Cure Right”), and upon the receipt by Borrower Palco of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all such financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated Combined EBITDA shall be increasedincreased for the most recently ended fiscal quarter for which such financial covenant is tested (but in no event shall such increased amount be multiplied for purposes of annualizing Combined EBITDA), solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculationsrecalculation, Borrower the Loan Parties shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10this Article 6 hereof, Borrower the Loan Parties shall be deemed to have satisfied the requirements of Section 6.10 thereof as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that default thereof which had occurred shall be deemed cured for all purposes of this the Agreement; and (iii) The to the extent that the Cure Amount is used to repay Indebtedness, such Indebtedness shall not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised deemed to have been repaid for purposes of calculating Combined Total Leverage Ratio for the financial covenants and not for any other purpose under this Agreement. (b) period with respect to the applicable measuring period. Notwithstanding anything herein to the contrarycontrary contained herein, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period aggregate amount of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount for any fiscal period shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10not exceed $1,000,000.

Right to Cure. (ai) Notwithstanding anything to Except for any breach that occurs during the contrary contained in Section 8.01Extended Accommodation Period (which, in for the event that Borrower fails avoidance of doubt, shall be governed by the terms of clause (b) below), for purposes of curing an Event of Default arising from the Loan Parties’ failure to comply with the requirements of any financial covenants Financial Covenant set forth in Section 6.107.18(a) upon and during the continuation of a Covenant Compliance Event, until any cash equity contribution to the expiration Parent or Holdings (funded with proceeds of common equity or other preferred equity (other than Disqualified Stock)) or to any Loan Party as Subordinated Indebtedness incurred on terms (including subordination terms) to be acceptable to Agent, in each case the proceeds of which shall be substantially concurrently contributed to the capital of the 15th Business Day subsequent Borrower (if such contribution is not in the form of Subordinated Indebtedness of the Borrower), on or prior to the date day that is ten (10) Business Days after the certificate calculating compliance with such financial covenant day on which a Compliance Certificate is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash 6.02(b) (the “Cure AmountDate”) pursuant will, at the irrevocable election of the Borrower, be included in the calculation of Excess Availability in an amount that is sufficient to cause Excess Availability to be in excess of 10% of the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated Loan Cap (without DB1/ 120677560.3 giving effect to the following pro forma adjustments: Term Loan Reserve) (a “Specified Contribution”); provided that (a) (i) in each twelve-Fiscal Month period there shall be no more than three (3) Specified Contributions made and (ii) there shall be no more than five (5) Specified Contributions made in the aggregate after the Closing Date, (b) such Specified Contribution shall be in a minimum amount that is sufficient to cause Excess Availability to be in excess of 10% of the Loan Cap (without giving effect to the Term Loan Reserve), (c) all Specified Contributions (i) will be disregarded for the purposes of calculation of Consolidated EBITDA shall be increased, solely for the purpose of measuring calculating the financial covenants Financial Covenant, basket levels, pricing, and not for any other purpose under this Agreement, items governed by an amount equal reference to the Cure Amount; and Consolidated EBITDA and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance readily available funds, (d) the proceeds of each Specified Contribution shall be contributed to the Borrower as (i) an equity contribution in the form of common Equity Interests or preferred Equity Interests (other than Disqualified Stock) or (ii) Subordinated Indebtedness and (e) the proceeds received by the Parent or Holdings from all Specified Contributions shall be promptly contributed to the Borrower and promptly used by the Borrower to prepay the Loans and Cash Collateralize the L/C Obligations in accordance with Section 2.05(e); provided that prior to receipt by the requirements Borrower of all financial covenants set forth the Specified Contribution and the application of such amounts as provided in this Section 6.108.04, Borrower any Event of Default that has occurred as a result of a breach of the Financial Covenant shall be deemed to be continuing and, as a result, the Lenders (including the Swing Line Lender and the L/C Issuer) shall have satisfied no obligation to make additional loans or otherwise extend additional credit hereunder. Upon the requirements Borrower’s receipt of Section 6.10 as such Specified Contribution and the application of the relevant date of determination amounts as provided above, the Covenant Compliance Event that has occurred shall be deemed to no longer be continuing (and shall cease) (with the same effect as though there had been no Covenant Compliance Event shall have occurred for the Fiscal Month for which the applicable Compliance Certificate was delivered) and any Default or Event of Default arising from the Loan Parties’ failure to comply therewith at with the Financial Covenant for such date, and Fiscal Month during the applicable breach or Default continuance of such financial covenant that had occurred Covenant Compliance Event shall be deemed cured not to have occurred for purposes of the Loan Documents. The termination of a Covenant Compliance Event as provided in this Agreement; andSection 8.04 shall in no way limit, waive or delay the occurrence of a subsequent Covenant Compliance Event in the event that the conditions for a Covenant Compliance Event again arise. (ii) For any breach that occurs during the Extended Accommodation Period, for purposes of curing an Event of Default arising from the Loan Parties’ failure to comply with the Financial Covenant contained in Section 7.18(b) upon and during the continuation of an Extended Accommodation Period Compliance Event, upon prior written notice to the Agent, any cash equity contribution to the Parent or Holdings (funded with proceeds of common equity or other preferred equity (other than Disqualified Stock)) or to any Loan Party as Subordinated Indebtedness incurred on terms (including subordination terms) to be acceptable to Agent, in each case the proceeds of which shall be substantially concurrently contributed to the capital of the Borrower (if such contribution is not in the form of Subordinated Indebtedness of the Borrower), on or prior to the day that is ten (10) Business Days after the day on which a Compliance Certificate is required to be delivered pursuant to Section 6.02(b) (the “Extended Accommodation Period Cure Date”) will, at the irrevocable election of the Borrower, be included in the calculation of Excess Availability in an amount that is sufficient to cause Excess Availability to be equal to or in excess of (i) at any time during the period beginning September 6, 2020 through the day immediately prior to the Fifth Amendment Date, $10,000,000, (ii) at any time during the period beginning on the Fifth Amendment Date through July 31, 2021, $7,500,000, and (iii) The Cure Amount at any time during the period beginning on August 1, 2021 through the end of the Extended Accommodation Period, $10,000,000 (an “Extended Accommodation Period Specified Contribution”); provided that (a) during each fiscal quarter, no more than one (1) Extended Accommodation Period Specified Contribution shall be included additionally permitted to be made, (b) such Extended Accommodation Period Specified Contribution shall be in an amount of not less than $1,000,000 and in a minimum amount that is sufficient to cause Excess Availability to be equal to or in excess of (i) at any time during the amount period beginning September 6, 2020 through the day immediately prior to the Fifth Amendment Date, $10,000,000, (ii) at any time during the period beginning on the Fifth Amendment Date through July 31, 2021, $7,500,000 and (iii) at any time during the period beginning on August 1, 2021 through the end of the Extended Accommodation Period, $10,000,000, (c) the Extended Accommodation DB1/ 120677560.3 Period Specified Contribution (i) will be disregarded for the purposes of calculation of Consolidated EBITDA for the period purpose of four consecutive fiscal quarters calculating the Financial Covenant, basket levels, pricing, and other items governed by reference to Consolidated EBITDA and (ii) shall be in readily available funds, (d) the proceeds of the Extended Accommodation Period Specified Contribution shall be contributed to the Borrower as (i) an equity contribution in the form of common Equity Interests or preferred Equity Interests (other than Disqualified Stock) or (ii) Subordinated Indebtedness and (e) the proceeds received by the Parent or Holdings from the Extended Accommodation Period Specified Contribution shall be promptly contributed to the Borrower and promptly used by the Borrower to prepay the Loans and Cash Collateralize the L/C Obligations in accordance with Section 2.05(e); provided that includes prior to receipt by the fiscal quarter Borrower of the Extended Accommodation Period Specified Contribution and the application of such amounts as provided in this Section 8.04(b), any Event of Default that has occurred as a result of a breach of the Financial Covenant in Section 7.18(b) shall be deemed to be continuing. Upon the Borrower’s receipt of such Extended Accommodation Period Specified Contribution and the application of the amounts as provided above, the Extended Accommodation Period Compliance Event that has occurred shall be deemed to no longer be continuing (and shall cease) (with the same effect as though no Extended Accommodation Period Compliance Event shall have occurred for the Fiscal Month for which the Cure Right applicable Compliance Certificate was exercised delivered) and any Default or Event of Default arising from the Loan Parties’ failure to comply with the Financial Covenant contained in Section 7.18(b) for such Fiscal Month during the continuance of such Extended Accommodation Period Compliance Event shall be deemed not to have occurred for purposes of calculating the financial covenants Loan Documents. The termination of an Extended Accommodation Period Compliance Event as provided in this Section 8.04(b) shall in no way limit, waive or delay the occurrence of a subsequent Extended Accommodation Period Compliance Event in the event that the conditions for an Extended Accommodation Period Compliance Event again arise. For the avoidance of doubt, in no event shall any Subordinated Indebtedness incurred under the Third Lien Credit Agreement be deemed to be a Specified Contribution or Extended Accommodation Period Specified Contribution and the proceeds thereof shall not be included in the calculation of Consolidated EBITDA for any other purpose under this Agreement. (biii) Notwithstanding anything herein to the contrarycontrary contained herein, (i) in each four-fiscal quarter period, there shall all “Specified Contributions” under Section 8.04 of the Term Loan Agreement will be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) disregarded for all purposes of this Section 8.04the calculation of Consolidated EBITDA for all purposes (including calculating the Financial Covenant, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10basket levels, pricing and other items governed by reference to Consolidated EBITDA).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that the Borrower fails (or, but for the operation of this Section 8.03, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, until the expiration of the 15th Business Day 20th day subsequent to the date the certificate calculating compliance with such financial covenant Financial Performance Covenant is required to be delivered pursuant to Section 5.01(d5.04(c), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and and, in each case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to the Administrative Agent, all financial covenants such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA shall be increasedincreased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four‑fiscal‑quarter period there shall be at least one fiscal quarter in which the Cure Right is not exercised and (ii) for purposes of this Section 8.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this Section 8.03, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for this purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.106.13, from the last day of the applicable fiscal quarter until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d5.02(a), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdingscash, and and, in each case, to contribute any such cash as common equity to the capital of Borrower (collectively, the “Cure RightRights”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all such financial covenants covenant shall be recalculated giving effect to the following pro forma adjustments: (ia) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and; (iib) If, after giving effect to the foregoing recalculationsrecalculation, the Borrower shall be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.106.13, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.13 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach breach, Default or Event of Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iiic) The To the extent a fiscal quarter ended for which the financial covenant is initially recalculated as a result of a Cure Right is included in the calculation of such financial covenant in a subsequent fiscal period, the Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the such fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding in such subsequent fiscal period; provided that, notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not may be exercised and no more than five times during the term of this Agreement, (iii) for purposes of this Section 8.047.02, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with the financial covenants covenant set forth in Section 6.106.13 (it being understood that the foregoing shall not prohibit the contribution of additional equity to the Borrower to the extent such equity contribution is not made pursuant to the Cure Right), (iv) the Cure Amount shall be disregarded for purposes of determining the Applicable Margin, any financial ratio-based conditions or any baskets with respect to the covenants in this Agreement other than the financial covenant set forth in Section 6.13 and (v) there shall be no pro forma or other reduction in Indebtedness with the proceeds of any Cure Amount for determining compliance with the financial covenant for the fiscal quarter in which such Cure Amount is made.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, Article VIII and until the expiration of the 15th tenth (10th) Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.01(a) or (b), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions as applicable, with respect to the capital applicable fiscal quarter (or the fiscal year ended on the last day of Holdings, and in each case, to contribute any such cash to the capital of Borrower fiscal quarter) hereunder (collectivelysuch date, the “Cure RightExpiration Date”), the Borrower may engage in a Permitted Equity Issuance and upon apply the receipt by Borrower amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: proceeds (i) Consolidated EBITDA shall are actually received by the Borrower no later than ten (10) Business Days after the date on which financial statements are required to be increaseddelivered with respect to such fiscal quarter hereunder, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to comply with Article VIII for any applicable period, and (iv) shall not result in any pro forma reduction in Indebtedness for the purposes of determining compliance with the financial covenant set forth in Article VIII for the fiscal quarter in which such Permitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 9.04(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the financial covenants and not for any other purpose under this Agreementamount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) Notwithstanding anything herein to the contrary, (i) in In each four-period of four fiscal quarter periodquarters, there shall be at least two (2) fiscal quarters in which the Cure Right no cure set forth in Section 9.04(a) is not exercised, made and (ii) during the term of this Agreement, the cure set forth in each eight-Section 9.04(a) shall not be exercised more than five times. (c) Notwithstanding anything to the contrary contained in Section 9.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the financial covenant set forth in Article VIII, the Borrower may cure such failure by repaying Revolving Credit Loans and Swing Line Loans and Cash Collateralizing 101% of the Outstanding Amount of all L/C Obligations no later than ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter period, there hereunder. Upon the effectiveness of such repayment and/or Cash Collateralization (i) the failure to comply with the financial covenant set forth in 166 #99361848v2 Article VIII that occurred (or would have occurred) shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) deemed cured for purposes of this Section 8.04Agreement and (ii) if prior to such time the Revolving Credit Lenders have declared all outstanding obligations under the Revolving Credit Facilities to be immediately due and payable solely as a result of such failure to comply with Article VIII, the Cure Amount such declaration shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.deemed to be automatically rescinded at such time. ARTICLE X Administrative

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in if the event that Borrower fails Loan Parties fail to comply with the requirements of any financial covenants covenant set forth in Section 6.107.03(a) for any period (the "Financial Performance Covenant"), until the expiration tenth Business Day following the date Section 7.01(a)(v) requires delivery of a certificate of an Authorized Officer of the 15th Business Day subsequent to Parent showing calculation of the date Financial Performance Covenant for such period (the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d"Cure Deadline"), Holdings the Parent shall have the right to issue Permitted Cure Securities Qualified Equity Interests for cash or otherwise receive cash contributions to the capital of Holdingsthe Parent, and in each case, to the Parent shall immediately contribute any and all such cash as additional capital to the capital of Borrower Peekay Acquisition (collectively, the “"Cure Right”"), and upon . Upon the receipt by Borrower Peekay Acquisition of such cash (the “"Cure Amount”") pursuant to the exercise by Holdings the Parent of such Cure Right and with a written notice of its request to the Administrative AgentOrigination Agent to effect such recalculation, all financial covenants the Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants Financial Performance Covenant at the end of such fiscal quarter and any subsequent period that includes such fiscal quarter and not for any other purpose under this AgreementAgreement or any other Loan Document, by an amount equal to the Cure Amount; andAmount paid over to the Administrative Agent for application to the Loans in accordance with Section 2.05(c) (iv); (ii) Ifthe mandatory prepayment of the Loans made with respect to such Cure Amount shall not serve as a reduction to Indebtedness, and clause (a) of the definition of Leverage Ratio shall be calculated disregarding such prepayment for purposes of calculating the Leverage Ratio for the applicable fiscal quarter; (iii) if, after giving effect to the foregoing recalculations, Borrower the Loan Parties shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, Borrower the Loan Parties shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that the Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.10, until the expiration 9.01(a) or Section 9.01(b) as of the 15th last day of any fiscal quarter of the Borrower, then during the period from and including the first day after the last day of such fiscal quarter through and including the 10th Business Day subsequent to after the date the compliance certificate calculating compliance with for such financial covenant fiscal quarter is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any 8.01(c) (such cash to the capital of Borrower (collectivelyperiod, the “Cure RightPeriod”), and upon the receipt Borrower shall be permitted to cure such failure to comply by requesting that the Leverage Ratio and/or the Current Ratio be recalculated by increasing EBITDA and/or the consolidated current assets for such fiscal quarter by an amount up to the cash proceeds received by the Borrower of from a Specified Equity Contribution during the Cure Period (such cash (the amount, a “Cure Amount”); provided that (i) pursuant to the exercise by Holdings of such Cure Right and Borrower delivers written notice to the Administrative AgentAgent on or prior to the date of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such Specified Equity Contribution in the computation required by clause (ii) of such Section 8.01(c); (ii) the amount of the Cure Amount added to EBITDA and/or the consolidated current assets shall not be greater than the amount required to cause the Borrower to be in compliance with Section 9.01(a) or Section 9.01(b), all financial covenants as applicable; (iii) any such increase pursuant to this Section 9.01(c) to EBITDA and/or the consolidated current assets for any fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, applied solely for the purpose of measuring determining compliance or non-compliance with Section 9.01(a) or Section 9.01(b) as of the financial covenants last day of any Reference Period that includes such fiscal quarter and not for any other purpose under this Agreement, any Loan Document (including any determination of pro forma compliance with the Leverage Ratio for the purposes of making any Restricted Payment or Investment or any other purpose); (iv) (A) there shall be no more than two fiscal quarters during any period of four consecutive fiscal quarters for which the Borrower cures any Leverage Ratio or Current Ratio default by an amount equal equity cure and (B) there shall be no more than five fiscal quarters prior to the Maturity Date for which the Borrower cures any Leverage Ratio or Current Ratio default by an equity cure; (v) such increase in EBITDA and/or consolidated current assets shall be taken into account in calculating the Leverage Ratio or Current Ratio for any Reference Period that includes the last fiscal quarter of the four quarter period with respect to which such cure right was exercised; (vi) Total Net Debt as of the last day of any fiscal quarter for which the foregoing cure right is exercised shall not be deemed reduced by the amount of any Specified Equity Contribution made with respect to such fiscal quarter (even if the proceeds of such Specified Equity Contribution are actually used to repay Debt); (vii) for any period during which EBITDA is calculated on an annualized basis in accordance with the definition thereof, any Cure AmountAmount shall be taken into account after multiplying EBITDA by the applicable annualization factor for such fiscal quarter (i.e. the Cure Amount shall not be annualized); and and (iiviii) If, the same dollars of the Cure Amount may not be applied to both increase EBITDA and increase consolidated current assets if the Borrower elects to cure the failure to comply with both Section 9.01(a) and Section 9.01(b) in the same fiscal quarter (i.e. separate Cure Amounts shall be required for each such cure). If after giving effect to the foregoing recalculationsrecalculation, the Borrower shall would then be in compliance with Section 9.01(a) or Section 9.01(b), as applicable, the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 9.01(a) or Section 9.01(b), as applicable, as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant that had occurred shall be deemed cured for purposes the purpose of this Agreement; and (iii) The Cure Amount Agreement and the other Loan Documents. Neither the Administrative Agent nor any Lender shall be included additionally in exercise the amount of Consolidated EBITDA for right to accelerate the period of four consecutive fiscal quarters that includes Loans or terminate the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for Commitments or exercise any other purpose under this Agreement. (b) Notwithstanding anything herein remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the contrary, end of the applicable Cure Period solely on the basis of an Event of Default having occurred and continuing under Section 9.01(a) or Section 9.01(b) (i) except to the extent that the Borrower has confirmed in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is writing that it does not exercised, (ii) in each eight-fiscal quarter period, there shall be intend to provide a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Specified Equity Contribution).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in In the event that the Borrower fails to comply with the requirements of any Section 9.01(a) or (b), beginning on the first date after the last day of the fiscal quarter for which the financial covenants set forth in Section 6.109.01(a) and (b) are being tested, until the expiration of the 15th tenth Business Day subsequent to the date the compliance certificate for calculating compliance with such financial covenant the Consolidated Total Leverage Ratio and the Current Ratio is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash 8.01(c) (the “Cure Period”), the Borrower shall be permitted to cure such failure to comply by requesting that the Consolidated Total Leverage Ratio and/or the Current Ratio be recalculated by increasing EBITDAX, Annualized EBITDAX for such Rolling Period or Current Assets as of such last day of such fiscal quarter, as the case may be, by an amount up to the proceeds received by the Borrower from a Specified Equity Contribution during a Cure Period (such amount, a “Cure Amount”); provided that (i) pursuant to the exercise by Holdings of such Cure Right and Borrower delivers written notice to the Administrative AgentAgent on or prior to the date of a timely delivered certificate required by Section 8.01(c) that it has elected to cure the failure to comply and clearly setting forth such Specified Equity Contribution in the computation required by Section 8.01(c)(ii); (ii) the amount of the Cure Amount added to EBITDAX, all Annualized EBITDAX, or Current Assets as applicable, shall not be greater than the amount required to cause the Borrower to be in compliance with Section 9.01(a) or (b) and shall be without duplication of any other Cure Amount during the same Cure Period (it being understood that, for the avoidance of doubt, different Cure Amounts would be required to cure the two (2) separate financial covenants during the same Cure Period); (iii) any such increase pursuant to this Section 9.01(c) to EBITDAX, Annualized EBITDAX, or Current Assets, as applicable, in or as of the end of any fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, applied solely for the purpose of measuring determining compliance or non-compliance with Section 9.01(a) or (b) as of the financial covenants last day of any Rolling Period that includes such fiscal quarter or as of the last day of such fiscal quarter and not for any other purpose under this Agreement, any Loan Document (including any determination of pro forma compliance with the Consolidated Total Leverage Ratio for the purposes of incurring any Specified Additional Debt or making any Restricted Payment or any other purpose (even if the proceeds of any Specified Equity Contribution are actually used to reduce Debt or Current Liabilities)); (iv) the Borrower may not cure any Consolidated Total Leverage Ratio or Current Ratio default by an amount equal equity cure more than (A) two (2) times during any period of four (4) consecutive fiscal quarters or (B) five (5) times prior to the Maturity Date (provided that, if the Borrower exercises its cure right prior to the date financial statements are required to be delivered for a relevant fiscal quarter solely with respect to an anticipated Consolidated Total Leverage Ratio or Current Ratio default and the Cure Amount associated therewith is insufficient to cure a Consolidated Total Leverage Ratio or Current Ratio default with respect to such quarter, any subsequent exercise of a cure right prior to the expiration of the applicable Cure Period to “top-up” such Cure Amount shall not count as an additional exercise of the cure right). Such increase in the Borrower’s EBITDAX or Annualized EBITDAX, as applicable, shall be taken into account in calculating the Consolidated Total Leverage Ratio for the purpose of determining compliance or noncompliance with Section 9.01(a) of the last day of any Rolling Period that includes the last fiscal quarter of the four (4) quarter period with respect to which such cure right was exercised; provided that, for the purposes of calculating Annualized EBITDAX, any Cure Amount shall be taken into account after multiplying EBITDAX by the applicable factor pursuant to the definition of Annualized EBITDAX, if any, and shall be disregarded for purposes of annualizing EBITDAX; (v) any cure of more than one of the Consolidated Total Leverage Ratio default and Current Ratio default in one fiscal quarter shall count as a single Specified Equity Contribution; and (vi) no Lender or Issuing Bank shall be required to make any extension of credit hereunder during the Cure Period, until the Borrower has received the Cure Amount; and (ii) If, . If after giving effect to the foregoing recalculations, the Borrower shall would then be in compliance with Section 9.01(a) or (b), the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 9.01(a) or (b) as of the relevant earlier required date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of any such financial covenant that had occurred shall be deemed cured for purposes the purpose of this Agreement; and (iii) The Cure Amount Agreement and the other Loan Documents. Neither the Administrative Agent nor any Lender shall be included additionally in exercise the amount right to accelerate the Loans or terminate the Commitments and none of Consolidated EBITDA for Administrative Agent, any Lender or any Secured Party shall exercise any right to foreclose on or take possession of the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for Collateral or exercise any other purpose remedy pursuant to Section 10.02, the other Loan Documents or applicable law prior to the end of the applicable Cure Period solely on the basis of an Event of Default having occurred and continuing under this Agreement. Section 9.01(a) or (b) Notwithstanding anything herein (except to the contrary, (i) extent that the Borrower has confirmed in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is writing that it does not exercised, (ii) in each eight-fiscal quarter period, there shall be intend to provide a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Specified Equity Contribution).

Right to Cure. (a) Notwithstanding anything to For purposes of curing an Event of Default arising from the contrary contained in Section 8.01, in the event that Borrower fails Loan Parties’ failure to comply with the requirements Financial Covenant upon and during the continuation of a Covenant Compliance Event, any financial covenants set forth cash equity contribution to the Parent or Holdings (funded with proceeds of common equity or other preferred equity (other than Disqualified Stock)) or to any Loan Party as Subordinated Indebtedness incurred on terms (including subordination terms) to be acceptable to Agent, in Section 6.10, until each case the expiration proceeds of which shall be substantially concurrently contributed to the capital of the 15th Business Day subsequent Borrower (if such contribution is not in the form of Subordinated Indebtedness of the Borrower), on or prior to the date day that is ten (10) Business Days after the certificate calculating compliance with such financial covenant day on which a Compliance Certificate is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash 6.02(b) (the “Cure AmountDate”) pursuant will, at the irrevocable election of the Borrower, be included in the calculation of Excess Availability in an amount that is sufficient to cause Excess Availability to be in excess of 10% of the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated Loan Cap (without giving effect to the following pro forma adjustments: Term Loan Reserve) (a “Specified Contribution”); provided that (a) (i) in each twelve-Fiscal Month period there shall be no more than three (3) Specified Contributions made and (ii) there shall be no more than five (5) Specified Contributions made in the aggregate after the Closing Date, (b) such Specified Contribution shall be in a minimum amount that is sufficient to cause Excess Availability to be in excess of 10% of the Loan Cap (without giving effect to the Term Loan Reserve), (c) all Specified Contributions (i) will be disregarded for the purposes of calculation of Consolidated EBITDA shall be increased, solely for the purpose of measuring calculating the financial covenants Financial Covenant, basket levels, pricing, and not for any other purpose under this Agreement, items governed by an amount equal reference to the Cure Amount; and Consolidated EBITDA and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance readily available funds, (d) the proceeds of each Specified Contribution shall be contributed to the Borrower as (i) an equity contribution in the form of common Equity Interests or preferred Equity Interests (other than Disqualified Stock) or (ii) Subordinated Indebtedness and (e) the proceeds received by the Parent or Holdings from all Specified Contributions shall be promptly contributed to the Borrower and promptly used by the Borrower to prepay the Loans and Cash Collateralize the L/C Obligations in accordance with Section 2.05(e); provided that prior to receipt by the requirements Borrower of all financial covenants set forth the Specified Contribution and the application of such amounts as provided in this Section 6.108.04, Borrower any Event of Default that has occurred as a result of a breach of the Financial Covenant shall be deemed to be continuing and, as a result, the Lenders (including the Swing Line Lender and the L/C Issuer) shall have satisfied no obligation to make additional loans or otherwise extend additional credit hereunder. Upon the requirements Borrower’s receipt of Section 6.10 as such Specified Contribution and the application of the relevant date of determination amounts as provided above, the Covenant Compliance Event that has occurred shall be deemed to no longer be continuing (and shall cease) (with the same effect as though there had been no Covenant Compliance Event shall have occurred for the Fiscal Month for which the applicable Compliance Certificate was delivered) and any Default or Event of Default arising from the Loan Parties’ failure to comply therewith at with the Financial Covenant for such date, and Fiscal Month during the applicable breach or Default continuance of such financial covenant that had occurred Covenant Compliance Event shall be deemed cured not to have occurred for purposes of the Loan Documents. The termination of a Covenant Compliance Event as provided in this Agreement; and (iii) The Cure Amount Section 8.04 shall be included additionally in no way limit, waive or delay the occurrence of a subsequent Covenant Compliance Event in the amount of Consolidated EBITDA event that the conditions for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreementa Covenant Compliance Event again arise. (b) Notwithstanding anything herein to the contrarycontrary contained herein, (i) in each four-fiscal quarter period, there shall all “Specified Contributions” under Section 8.04 of the Term Loan Agreement will be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) disregarded for all purposes of this Section 8.04the calculation of Consolidated EBITDA for all purposes (including calculating the Financial Covenant, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10basket levels, pricing and other items governed by reference to Consolidated EBITDA).

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, 6.12 and until the expiration of the 15th 10th Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant with respect to Section 5.01(dthe applicable fiscal quarter hereunder (the “Cure Deadline”), Holdings shall have the right to issue Permitted Cure Securities for cash may engage in a sale or issuance of any Qualified Equity Interests of Holdings or otherwise receive cash contributions to the capital of Holdings, Holdings as cash common equity or other non-cash pay Qualified Equity Interests and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) increase Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants with respect to such applicable fiscal quarter and not for any other purpose under this Agreementfour fiscal quarter period that contains such fiscal quarter, by an amount equal to such net cash proceeds; provided that such net cash proceeds (i) are actually received by the Cure Amount; and Borrower (including through capital contribution of such net cash proceeds by Holdings to the Borrower) no later than 10 Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder, and (ii) do not exceed the aggregate amount necessary to comply with Section 6.12 for any applicable period. If, after giving effect to the foregoing recalculationsincrease in Consolidated EBITDA, Holdings and the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.12, Holdings and the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 7.02(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating the any financial covenants ratios other than as applicable to Section 6.12 and shall not for result in any adjustment to any amounts other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance Consolidated EBITDA referred to in the immediately preceding sentence. Upon receipt by the Administrative Agent of written notice, on or prior to the Cure Deadline, that the Borrower intends to exercise the cure right described above in this Section 7.02(a) in respect of a fiscal quarter, none of the Administrative Agent or the Lenders shall be permitted to accelerate Loans held by them or to exercise remedies against the Collateral on the basis of a failure to comply with the requirements of the financial covenants covenant set forth in Section 6.106.12, unless such failure is not cured pursuant to the exercise of such cure right on or prior to the Cure Deadline.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01 or 8.02, in the event that the Lead Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.107.11, then after the beginning of the applicable fiscal quarter, until the expiration of the 15th Business Day 10th day subsequent to the date the certificate calculating compliance with such relevant financial covenant is statements are required to be delivered with respect to such fiscal quarter pursuant to Section 5.01(d6.01(a) or 6.01(b), Holdings shall have the right to issue Permitted Cure Securities common equity for cash or otherwise receive and to contribute such cash contributions as common equity to the capital of Holdings, and in each case, to contribute any such cash to the capital of Lead Borrower (collectively, the “Cure Right”), and upon the receipt by the Lead Borrower of such cash (the “Cure Amount”) pursuant to the exercise by the Holdings of such Cure Right and written notice to Right, the Administrative Agent, all calculation of Consolidated EBITDA as used in the financial covenants covenant set forth in Section 7.11 shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant set forth in Section 7.11 and not for the purpose of determining satisfaction of the Specified Transaction Conditions, the Restricted ACTIVE 61134624v18 153 Payment Conditions or the availability or amount of any other purpose under this Agreementcovenant baskets or carveouts, by an amount equal to the Cure Amount; provided that the receipt by the Lead Borrower of the Cure Amount pursuant to the Cure Right shall be deemed to have no other effect whatsoever under this Agreement, including for purposes of determining the availability or amount of any covenant baskets or carve-outs, the applicability of the Specified Transaction Conditions or the Restricted Payment Conditions; and (ii) If, after giving effect to the foregoing recalculations, the Lead Borrower shall then be in compliance with the requirements of all the financial covenants covenant set forth in Section 6.107.11, the Lead Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 6.10 7.11 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such the financial covenant set forth in Section 7.11 that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article VII, in the event that the Borrower fails reasonably expects to fail (or has failed) to comply with Section 6.12 as of the requirements last day of any financial covenants set forth in Section 6.10fiscal quarter, at any time during such fiscal quarter and until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is statements are required to be delivered pursuant to Section 5.01(d5.01(a) or Section 5.01(b) with respect to such fiscal quarter (the “Cure Deadline”), Holdings the Borrower shall have the right to issue Permitted Cure Securities Equity Interests (other than Disqualified Equity Interests) for cash or otherwise receive cash contributions to in respect of the capital Equity Interests (other than Disqualified Equity Interests) of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of the 130 Net Proceeds of such cash issuance or contribution (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to (provided such Cure Amount is received by the Administrative Agent, all financial covenants Borrower on or before the applicable Cure Deadline) compliance with Section 6.12 as of the last day of such fiscal quarter shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increasedincreased with respect to the applicable fiscal quarter with respect to which such Cure Amount is received by the Borrower and for the applicable subsequent periods that include such fiscal quarter, solely for the purpose of measuring the financial covenants determining whether an Event of Default has occurred and is continuing as a result of a violation of Section 6.12 and, subject to clause (b)(iv) below, not for any other purpose under this AgreementAgreement (including for determining the Applicable Rate, the availability or usage of the Available Amount or Qualifying Equity Proceeds or the availability or amount of any baskets), by an amount equal to the Cure Amount; andAmount and any prepayment of Indebtedness with the Cure Amount shall be disregarded for purposes of measuring compliance with Section 6.12 as of the last day of such fiscal quarter; (ii) Ifif, after giving effect to such increase in Consolidated EBITDA, the foregoing recalculations, Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.106.12, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.12 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant under Section 6.12 that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The no Cure Amount shall reduce or be included additionally in the amount calculations of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes Total Debt in the fiscal quarter for with respect to which such Cure Amount is deemed applied; provided that the Borrower shall have notified the Administrative Agent in writing of the exercise of such Cure Right within five Business Days of the receipt of the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this AgreementAmounts. (b) Notwithstanding anything herein to the contrary, (i) in each fourfour fiscal-fiscal quarter period, period there shall be at least no more than two fiscal quarters in with respect to which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.,

Right to Cure. (a) Notwithstanding anything Solely to the contrary contained in Section 8.01, in extent the event that Borrower fails is required to comply with the requirements Financial Covenant for the most recent Test Period and solely for purposes of any financial covenants set forth in Section 6.10determining such compliance, until after the expiration end of the 15th Business Day subsequent such Test Period and on or prior to the date day that is ten (10) Business Days after the certificate calculating compliance with such day on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d8.1 for such Test Period (the “Equity Cure Period”), Holdings the Sponsors shall have the right to issue Permitted Cure Securities for cash make, or otherwise receive cash contributions cause one or more other Persons to make, an equity investment (which equity shall be common equity) in Holdings in cash, which Holdings shall subsequently contribute to the capital Borrower on or prior to the expiration of Holdingsthe Equity Cure Period for such fiscal quarter, and such cash will, if so designated by the Borrower, be included in the calculation of Consolidated EBITDA for the purposes of determining compliance with the Financial Covenant at the end of such fiscal quarter and the subsequent three fiscal quarters (any such equity contribution so included in the calculation of Consolidated EBITDA, a “Specified Equity Contribution”); provided that (a) no Lender shall be required to make any extensions of credit to the Borrower during the ten (10) Business Day period referred to above unless Holdings has received proceeds of such Specified Equity contributions, (b) there shall be no more than two (2) quarters in each casefour (4) consecutive fiscal quarter period in respect of which a Specified Equity Contribution is made, to contribute (c) the amount of any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants Specified Equity Contribution shall be recalculated giving effect no more than the amount required to cause the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal Borrower to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10Financial Covenant on a Pro Forma Basis, Borrower (d) no more than five (5) Specified Equity Contributions shall be deemed to have satisfied made during the requirements term of Section 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such datethis Agreement, and the applicable breach or Default of such financial covenant that had occurred (e) all Specified Equity Contributions shall be deemed cured disregarded for purposes of any financial ratio determination under this Agreement; and Agreement other than for determining compliance with the Financial Covenant (iiiand will not be credited as an addition to the builder basket provided for in Section 9.2(a)(v)) The Cure Amount and (f) unless the proceeds of any Specified Equity Contribution are actually applied to prepay Indebtedness hereunder, there shall be included additionally no reduction in Indebtedness with the amount proceeds of Consolidated EBITDA such Specified Equity Contribution for determining compliance with the period of four consecutive fiscal quarters that includes Financial Covenant for the fiscal quarter for which the Cure Right such Specified Equity Contribution was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreementmade. (b) Notwithstanding anything herein Upon receipt by the Administrative Agent of a Notice of Intent to Cure prior to the contrarylast day of the Equity Cure Period, (i) in each four-fiscal quarter period, there neither the Administrative Agent nor any Lender shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of exercise any rights or remedies under this Section 8.04, 11 (or any rights and remedies under any other Loan Document that are available during the continuance of an Event of Default) on the basis of any failure to comply with the Financial Covenant until the expiration of the Equity Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01 or Section 8.02, in if Holdings determines that an Event of Default under the event that Borrower fails to comply with the requirements of any financial covenants covenant set forth in Section 6.107.11 has occurred or may occur, until during the expiration period commencing after the beginning of the 15th last fiscal quarter included in such Test Period and ending ten (10) Business Day subsequent to Days after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant hereunder with respect to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectivelyfiscal quarter, the Investors may make a Specified Equity Contribution to Holdings (a “Cure RightDesignated Equity Contribution”), and upon the receipt amount of the net cash proceeds thereof shall be deemed to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash proceeds are actually received by Borrower a Restricted Subsidiary (including through capital contribution of such net cash proceeds to a Restricted Subsidiary) during the period commencing after the beginning of the last fiscal quarter included in such Test Period and ending ten (10) Business Days after the “Cure Amount”date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder and (ii) pursuant are Not Otherwise Applied. The parties hereby acknowledge that this Section 8.05(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.11 and shall not result in any adjustment to any baskets or other amounts other than the exercise by Holdings amount of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to Consolidated EBITDA for the following pro forma adjustments:purpose of Section 7.11. (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants set forth in Section 6.10, Borrower shall be deemed to have satisfied the requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the In each period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter periodquarters, there shall be at least two fiscal quarters in which the Cure Right no Designated Equity Contribution is not exercisedmade, (ii) no more than four Designated Equity Contributions may be made in each eight-fiscal quarter periodthe aggregate during the term of this Agreement, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes the amount of this Section 8.04, the Cure Amount any Designated Equity Contribution shall be no greater more than the amount required to cause Holdings to be in Pro Forma Compliance with Section 7.11 for purposes any applicable period and (iv) there shall be no pro forma reduction in Indebtedness with the proceeds of curing the non-any Designated Equity Contribution for determining compliance with financial covenants Section 7.11 for the fiscal quarter with respect to which such Designated Equity Contribution was made. (c) Notwithstanding anything to the contrary contained in Section 8.01 or Section 8.02, a breach of the covenant set forth in Section 6.107.11 will be deemed cured and not continuing if, on any subsequent testing date, Holdings is in compliance with such covenant and the Revolving Credit Loans and Revolving Credit Commitments have not been accelerated or terminated by the Required Revolving Credit Lenders prior to such subsequent testing date.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01this Article 6, in the event that Borrower fails to comply with the requirements any Loan Party would otherwise be in default of any financial covenants covenant set forth in this Section 6.106, until the expiration ten (10) days following delivery of the 15th Business Day subsequent financial statements to the date the certificate calculating compliance Administrative Agent in accordance with such financial covenant is required Section 5.04(a) or Section 5.04(b) with respect to be delivered pursuant any fiscal period ending on or prior to Section 5.01(d)M▇▇▇▇ ▇▇, Holdings ▇▇▇▇, ▇▇▇▇▇ shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions borrow money from Holdings (which shall be evidenced by the Subordinated Intercompany Note) so long as no mandatory payments thereon are required prior to 180 days after the capital of HoldingsMaturity Date, and in each case, an aggregate amount no greater than what is necessary to contribute any cure such cash to the capital of Borrower default (collectively, the “Cure Right”), and upon the receipt by Borrower Palco of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all such financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated Combined EBITDA shall be increasedincreased for the most recently ended fiscal quarter for which such financial covenant is tested (but in no event shall such increased amount be multiplied for purposes of annualizing Combined EBITDA), solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculationsrecalculation, Borrower the Loan Parties shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10this Article 6 hereof, Borrower the Loan Parties shall be deemed to have satisfied the requirements of Section 6.10 thereof as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that default thereof which had occurred shall be deemed cured for all purposes of this the Agreement; and (iii) The to the extent that the Cure Amount is used to repay Indebtedness, such Indebtedness shall not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised deemed to have been repaid for purposes of calculating Combined Total Leverage Ratio for the financial covenants and not for any other purpose under this Agreement. (b) period with respect to the applicable measuring period. Notwithstanding anything herein to the contrarycontrary contained herein, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period aggregate amount of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount for any fiscal period shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10not exceed $1,000,000.

Right to Cure. Notwithstanding anything to the contrary contained in Section 8; (a) For the purpose of determining whether an Event of Default under Section 6.14 has occurred as of the last day of the Test Period, the Borrower may, during the period beginning at the start of any Fiscal Quarter in which the Borrower determines that a breach of theany covenant set forth in Section 6.14 may occur (a “Specified Fiscal Quarter”) until the expiration of the tenth (10th) Business Day (the “Cure Expiration Date”) after the date on which financial statements with respect to the Specified Fiscal Quarter are required to be delivered pursuant to Section 5.1(a) or (b), designate any portion of the net cash proceeds from a sale or issuance of the Equity Interests (which Equity Interests shall not be Disqualified Equity Interests) of the Borrower (the “Cure Amount”) (x) as an increase to the amount of Recurring Revenues for the Specified Fiscal Quarter and each Test Period that includes the Specified Fiscal Quarter or (y) to be included in the calculation of Consolidated EBITDA for purposes of determining compliance with the applicable covenant set forth in Section 6.14 for the Specified Fiscal Quarter and each Test Period that includes the Specified Fiscal Quarter; provided that (i) such amounts to be designated shall not constitute unrestricted cash or Cash Equivalents for “cash netting” purposes, (ii) such amounts are actually received by the Borrower prior to the expiration of the Cure Expiration Date, (iiiii ) such amounts do not exceed the aggregate amount necessary to cure any Event of Default in respect of Section 6.14 as of the end of the Specified Fiscal Quarter, (iiiiv) such amounts shall not at any time be considered for purposes of determining pricing, mandatory prepayments, the availability or amount permitted pursuant to any term, provision or covenant hereunder or otherwise for any purpose hereunder, and (ivv) the Borrower shall have provided notice to the Administrative Agent on the date such amounts are designated as a “Cure Amount” (it being understood that to the extent such notice is provided in advance of delivery of a Compliance Certificate for the applicable period, the amount of such net cash proceeds that is designated as the Cure Amount may be lower than specified in such notice to the extent that the amount necessary to cure any Event of Default in respect of Section 6.14 is less than the full amount of such originally designated amount). (b) Notwithstanding anything to the contrary contained in Section 8.018.1 and Section 8.2, (x) upon designation of the Cure Amount by the Borrower in an amount necessary to cure any Event of Default under the event that Borrower fails to comply with the requirements of any financial covenants covenantcovenants set forth in Section 6.10, until the expiration of the 15th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively6.14, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants covenant set forth in Section 6.10, Borrower shall 6.14 will be deemed to have satisfied the requirements of Section 6.10 and complied with as of the relevant date end of determination the Specified Fiscal Quarter with the same effect as though there had been no failure to comply therewith at such date, with the covenant set forth in Section 6.14 and any Event of Default under the applicable breach or covenant set forth in Section 6.14 (and any other Default of such financial covenant that had occurred shall as a result thereof) will be deemed cured not to have occurred for purposes of the Credit Documents, (y) from and after the date that the Borrower delivers a written notice to the Administrative Agent that it intends to exercise its cure right under this Agreement; andSection 8.4 (a “Notice of Intent to Cure”) neither the Administrative Agent nor any Lender may exercise any rights or remedies under Section 8.2 (or under any other Credit Document) on the basis of any actual or purported Event of Default under the covenant set forth in Section 6.14 (and any other Default as a result thereof) until and unless the Cure Expiration Date has occurred without the Cure Amount having been designated and (z) no Lender shall be required to (but in its sole discretion may) make any Revolving Credit Loan from and after such time as the Administrative Agent has received the Notice of Intent to Cure unless and until the Cure Amount is actually received. (iiii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the In each period of four (4) consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter periodFiscal Quarters, there shall be at least two fiscal quarters not more than one (1) Fiscal Quarter in which the Cure Right cure right set forth in this Section 8.4 is not exercised, exercised and (ii) during the term of this Agreement, the Borrower may not exercise the cure right set forth in each eight-fiscal quarter period, there shall this Section 8.4 more than four (4) times in the aggregate. The Cure Amount to be a period included in the calculation of at least four consecutive quarters during which the Cure Right is not exercised and Consolidated EBITDA in accordance with clause (iiia) for purposes of this Section 8.04, the Cure Amount 8.4 shall not be no greater than the lesser of (x) $20,000,000 and (y) the minimum amount required for purposes of curing to cause the non-Borrower to be in compliance with financial covenants the applicable covenant set forth in Section 6.106.14(b), (c) and (d) in the applicable Specified Fiscal Quarter.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.01, in the event that the Borrower fails (or, but for the operation of this Section 7.02, would fail) to comply with the requirements of any financial covenants set forth in Section 6.10the Financial Performance Covenant, from the first day of the applicable fiscal quarter and until the expiration of the 15th Business Day subsequent to the date the certificate calculating compliance with such financial covenant Financial Performance Covenant is required to be delivered pursuant to Section 5.01(d5.04(c) (the “Cure Expiration Date”), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings the Borrower of such Cure Right and written notice to the Administrative Agent, all financial covenants such Financial Performance Covenant shall be recalculated giving effect to the following a pro forma adjustments: (i) Consolidated adjustment by which EBITDA shall be increasedincreased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and provided, that, (i) in each four consecutive fiscal quarter period there shall be at least two fiscal quarters in which a Cure Right is not exercised, (ii) a Cure Right shall not be exercised more than five times during the term of the Revolving Facility, (iii) for purposes of this Section 7.02, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant, (iv) the Cure Amount shall be disregarded for purposes of determining any financial ratio-based conditions, pricing or any baskets with respect to the covenants contained in this Agreement and shall not be included in the calculation of the Cumulative Credit, (v) there shall be no pro forma reduction in Indebtedness with the proceeds of the exercise of the Cure Right for determining compliance with the Financial Performance Covenant for the fiscal quarter in respect of which such Cure Right is exercised (either directly through prepayment or indirectly as a result of the netting of unrestricted cash) and (vi) no Revolving Facility Lender or L/C Issuer shall be required to fund any Revolving Facility Loan or issue, extend the expiry date of or increase the amount of any Letter of Credit, as applicable, during the period from delivery of written notice of the Borrower’s intention to exercise its Cure Right for the applicable fiscal quarter until the date the Borrower exercises such Cure Right for such fiscal quarter. If, after giving effect to the foregoing recalculationsadjustments in this Section 7.02, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, the Borrower shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in this Section 8.019, in the event that Borrower fails the Consolidated Parties fail to comply with the requirements of any the financial covenants covenant set forth in Section 6.107.10 the Parent shall have the right (the “CURE RIGHT”), until upon delivery by the expiration Parent or the Borrower to the Administrative Agent of a notice (“CURE NOTICE”) that Parent intends to execute the Cure Right (which notice may be given during the period beginning on the last day of the 15th Business Day subsequent to applicable fiscal quarter and ending on the date delivery of the Parent’s compliance certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d7.1(c), Holdings shall have the right ) to (i) issue Permitted Cure Securities Capital Stock or subordinated debt for cash or otherwise receive cash contributions to the capital equity of Holdings, Parent and in each case, to (ii) contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash Net Cash Proceeds therefrom (the “Cure AmountCURE AMOUNT”) pursuant to the exercise by Holdings of Borrower as common equity and thereupon such Cure Right and written notice to the Administrative Agent, all financial covenants covenant shall be recalculated giving pro forma effect to the following pro forma adjustments: following: (i) Consolidated EBITDA shall be increased, increased solely for the purpose of measuring determining compliance or pro forma compliance with Section 7.10 as of the financial covenants end of the applicable fiscal quarter and not for any other purpose under this Agreement, applicable subsequent periods that include such fiscal quarter by an amount equal to the Cure Amount; and and (ii) Ifif, after giving effect to the foregoing recalculationsrecalculations (but not, Borrower shall be for the avoidance doubt, taking into account any repayment of Indebtedness in compliance with connection therewith), the requirements of all such financial covenants set forth in Section 6.10covenant shall be satisfied, Borrower then the requirements of such financial covenant shall be deemed to have satisfied the requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant covenants that had occurred shall be deemed cured for the purposes of this Credit Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) . Notwithstanding anything herein to the contrary, (ix) in each four-four fiscal quarter period, period there shall be a period of at least two one fiscal quarters quarter in which the Cure Right is not exercised, (iiy) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance complying with such financial covenants set forth in and (z) during the period beginning upon delivery of a Cure Notice until the 15th Business Day thereafter, none of Administrative Agent or any Lender shall exercise the right to accelerate the Loans or terminate the Revolving Commitments and none of Administrative Agent or any other Lender shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an Event of Default having occurred and being continuing under Section 6.107.10.

Right to Cure. Notwithstanding anything to the contrary contained in this Article VIII, for purposesSection 8.01, but subject to Section 8.04(b) and (c), solely for the purpose of determining whether an Event of Default has occurred under the financial covenantTotal Net Leverage Ratio set forth in Section 6.09(a), any cash equity contribution (including any Over-cure Amount) to Holdings or any Subsidiary funded with the proceeds of common equity not constituting Disqualified Capital Stock issued by Parent or any direct or indirect parent company of Holdings after the last day of any fiscal quarter (the “Financial Covenant”) and/or the Springing Covenant, in each case, as of the end of any Fiscal Quarter in which the Financial Covenant and/or Springing Covenant, as applicable, is tested (such Fiscal Quarter, a “Cure Quarter”), the direct or indirect equity holders of Holdings shall have the right to make an equity investment in cash, directly or indirectly (which equity to the Borrower shall not be Disqualified Capital Stock) in the Borrower (or any Parent Company, which Parent Company shall subsequently contribute, directly or indirectly, to the Borrower (which equity contribution to the Borrower shall not be made in the form of Disqualified Capital Stock) after the beginning of such applicable Fiscal Quarter and on or prior to the date that is 10fifteenth (15th) Business DaysDay after the earlier of (a) the daydate on which the financial statements for such quarter are required to be delivered or (b) the day on which the financial statements for such quarter are delivered will, at the request ofpursuant to Section 5.01(a) or (b), as applicable, with respect to such applicable Fiscal Quarter (the “Cure Expiration Date”), and such cash will, if so designated by the Borrower, be included in the calculation of Consolidated EBITDA solely for the purposes of determining compliance with such financial covenantthe Financial Covenant and/or Springing Covenant, as applicable, at the end of such fiscal quarter and anyFiscal Quarter and the subsequent period that includes such fiscal quarterthree Fiscal Quarters (any such equity contribution, a “Specified Equity Contribution”); provided, that (i) the Borrower shall not be permitted to so request that a Specified Equity Contribution be so included in the calculation of Consolidated EBITDA with respect to any fiscal quarter, unless after giving effect to such requested Specified Equity Contribution, there will not be more than two Specified Equity Contributions in the Relevant Four Fiscal Quarter Period; (ii) no more than four Specified Equity Contributions will be made in the aggregate during the term of this Agreement; (iii), an “Equity Cure Contribution,” and the amount of any Specifiedsuch Equity Cure Contribution shall be no less than $1,000,000 (the “Minimum Cure Condition”), and unless a greater amount is necessary to satisfy the Minimum Cure Condition, the amount of any Specified Equity Contribution shall be no greater than the amount required to cause Holdings to be in compliance with such financial covenant (any excess amount contributed solely to satisfy the Minimum Cure Amount Condition, an “Over-cure Amount”); (iv) no more than $16,000,000 of Specified Equity Contributions may be made in the aggregate during the term of this Agreement; (v) 100% of the proceeds of any Specified Equity Contribution shall be used by the Borrower to prepay the Loans in accordance with Section 2.09(b)(iii); provided that the portion of any such Indebtedness so prepaid shall, for purposes of compliance with the financial covenant set forth in Section 6.09(a), be deemed to remain outstanding for the Relevant Four Fiscal Quarter Period and any subsequent measurement period that includes such fiscal quarter with respect to which the Specified Equity Contribution was made and (vi) all Specified Equity Contributions and the use of proceeds therefrom will be disregarded for all other purposes under the Loan Documents (including calculating Consolidated EBITDA, for purposes of determining basket levels, and any, the “Cure Amount”). All Equity Cure Contributions shall be disregarded for all purposes of this Agreement other than inclusion in the calculation of Consolidated EBITDA for the purpose of determining compliance with the Financial Covenant and/or Springing Covenant, as applicable, at the end of such Fiscal Quarter and the subsequent three Fiscal Quarters, including disregarding for purposes of the determination of the Cumulative Amount and all components thereof, any baskets with respect to the covenants contained in Article VI, the Applicable Loan Margin, Excess Cash Flow Percentage and other items governed by reference to Consolidated EBITDA). For the avoidance of doubt, the application of proceeds of any Specified Equity Contribution to prepay the Term Loans shall be taken into account for purposes of determining the Total Net Leverage Ratio for any period commencing after the end of the applicable period for which the Specified Equity Contribution is applied. For purposes of this Section, the term “Relevant Four Fiscal Quarter Period” shall mean, with respect to any requested Specified Equity Contribution, the four fiscal quarter period ending with (and including) the fiscal quarter in which Consolidated EBITDA will be increased as a result of such Specified Equity Contribution., the Financial Covenant or the Springing Covenant. There shall be no pro forma reduction in Consolidated Indebtedness (through prepayment of indebtedness) in connection with any Equity Cure Contribution (or the application of the proceeds thereof) for determining compliance with the Financial Covenant and/or Springing Covenant, as applicable, for the period ending on the last day of the applicable Cure Quarter; provided that to the extent any Equity Cure Contribution is used to prepay the Term Loans or the Revolving Credit Loans, there shall be a pro forma reduction in Consolidated Indebtedness for determining compliance with the Financial Covenant and Springing Covenant in future Fiscal Quarters, where such Cure Quarter is included in the applicable Test Period (but, for the avoidance of doubt, there shall be no de-leveraging credit for the period ending on the last day of the Cure Quarter in respect of which the equity cure is exercised; provided, further, that there shall be no de-leveraging credit for the prepayment of Revolving Credit Loans to the extent such Revolving Credit Loans are borrowed in future periods). No Equity Cure Contribution shall be greater than the amount required to cause the Borrower to be in compliance with the Financial Covenant and/or Springing Covenant, as applicable (it being understood, for the avoidance of doubt, that (x) a single Equity Cure Contribution shall apply to both the Financial Covenant and the Springing Covenant regardless of whether an Event of Default would otherwise exist under such covenant and (y) that to the extent that any Equity Cure Contribution required to cause the Borrower to be in compliance with the Springing Covenant (if then applicable) is greater than the Equity Cure Contribution required to cause the Borrower to be in Compliance with the Financial Covenant, such greater amount shall be permitted). Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails to comply with the requirements of any financial covenants set forth in Section 6.10, until the expiration (A) upon receipt of the 15th Business Day subsequent to Cure Amount by the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and Borrower in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal necessary to cause the Cure Amount; and (ii) If, after giving effect Borrower to the foregoing recalculations, Borrower shall be in compliance with the requirements Financial Covenant and/or the Springing Covenant, as applicable, at the end of all financial covenants set forth such Fiscal Quarter, the Financial Covenant under Section 6.09(a) and/or the Springing Covenant under Section 6.09(c), as applicable, shall in Section 6.10, Borrower shall each case be deemed to have satisfied the requirements of Section 6.10 and complied with as of the end of the relevant date of determination Fiscal Quarter with the same effect as though there had been no failure to comply therewith at such datewith the Financial Covenant under Section 6.09(a) and/or the Springing Covenant under Section 6.09(c), as applicable, and any Default or Event of Default related to any failure to comply with the Financial Covenant and/or the Springing Covenant, as applicable, shall in each case be deemed not to have occurred for purposes of the Loan Documents, (B) upon receipt by each applicable breach Agent of a notice from the Borrower, within fifteen (15) Business Days after delivery of the Compliance Certificate required to be delivered pursuant to Section 5.01(d), intending to cure such Event of Default (“Notice of Intent to Cure”) through the Cure Expiration Date: (i) no Default or Event of Default of such financial covenant that had occurred shall be deemed to have occurred on the basis of any failure to comply with the Financial Covenant or Springing Covenant unless such failure is not cured for purposes pursuant to the Notice of this Agreement; and (iii) The Intent to Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which on or prior to the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercisedExpiration Date, (ii) in each eight-fiscal quarter periodthe Revolving Lenders shall not be obligated to fund any Revolving Credit Loans, there the Delayed Draw Term Loan Lenders shall not be obligated to make Delayed Draw Term Loans (except if an LCT Election was made prior to the last day of the relevant Cure Quarter with respect to any transaction to be funded with a period borrowing of at least four consecutive quarters during which Delayed Draw Term Loans) and the Issuing Banks shall not be obligated to issue new Letters of Credit unless and until the Equity Cure Right Contribution is not exercised and made or all existing Events of Default under the Financial Covenant and/or Springing Covenant, as applicable, are waived or cured, (iii) for purposes no Agent or any Lender shall exercise any of this Section 8.04the remedial rights otherwise available to it upon an Event of Default, including the right to accelerate the Loans or to foreclose on the Collateral solely on the basis of an Event of Default having occurred as a result of a violation of Sections 6.09(a) or (c) prior to the Cure Amount Expiration Date, and (iv) if the Equity Cure Contribution is not made on or before the Cure Expiration Date, such Event of Default or potential Event of Default shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10spring into existence after such time.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails to comply with the requirements of any the financial covenants covenant set forth in Section 6.106.09, until the expiration of the 15th 10th Business Day subsequent to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Section 5.01(d5.01(c), Holdings Parent shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of HoldingsParent, and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant to the exercise by Holdings Parent of such Cure Right and written notice to the Administrative Agent, all such financial covenants covenant shall be recalculated giving effect to the following pro forma adjustments: (ia) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (iib) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements of all financial covenants covenant set forth in Section 6.106.09, Borrower shall be deemed to have satisfied the requirements of Section 6.10 6.09 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default of such financial covenant that had occurred shall be deemed cured for purposes of this Agreement; and (iiic) The To the extent a fiscal quarter ended for which such financial covenant is initially recalculated as a result of a Cure Right is included in the calculation of such financial covenant in a subsequent fiscal period, the Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the such fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding in such subsequent fiscal period; provided that, notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not may be exercised and no more than five times during the term of this Agreement, (iii) for purposes of this Section 8.048.03, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants covenant set forth in Section 6.106.09 and (iv) the Cure Amount will be disregarded for all other purposes under the Loan Documents (including calculating Consolidated EBITDA for purposes of determining basket levels and other items governed by reference to Consolidated EBITDA); provided, further that upon the Administrative Agent’s receipt of a notice from Borrower that it intends to exercise the Cure Right (a “Notice of Intent to Cure”), until the 10th Business Day following date of required delivery of the related Compliance Certificate to which such Notice of Intent to Cure relates, neither the Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate or suspend the Commitments and neither the Administrative Agent nor any other Lender shall exercise any right to foreclose on or take possession of the Collateral solely on the basis of an allegation of an Event of Default having occurred and being continuing under Article VIII due to failure by Borrower to comply with the requirements of Section 6.09 for the applicable Test Period.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.019.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the requirements of any financial covenants covenant set forth in Section 6.10, Article VIII and until the expiration of the 15th tenth (10th) Business Day subsequent to after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant to Section 5.01(d6.01(a) or (b), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions as applicable, with respect to the capital applicable fiscal quarter (or the fiscal year ended on the last day of Holdings, and in each case, to contribute any such cash to the capital of Borrower fiscal quarter) hereunder (collectivelysuch date, the “Cure RightExpiration Date”), the Borrower may engage in a Permitted Equity Issuance and upon apply the receipt by Borrower amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash (the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: proceeds (i) Consolidated EBITDA shall are actually received by the Borrower no later than ten (10) Business Days after the date on which financial statements are required to be increaseddelivered with respect to such fiscal quarter hereunder, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) are Not Otherwise Applied and disregarded for purposes of calculating the Available Amount, (iii) do not exceed the aggregate amount necessary to comply with Article VIII for any applicable period, and (iv) shall not result in any pro forma reduction in Indebtedness for the purposes of determining compliance with the financial covenant set forth in Article VIII for the fiscal quarter in which such Permitted Equity Issuance is made. If, after giving effect to the foregoing recalculationsincrease to Consolidated EBITDA, the Borrower shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10Article VIII, the Borrower shall be deemed to have satisfied the such requirements of Section 6.10 as of the relevant date of determination with the same effect as though there had been (or would have been) no failure to comply therewith at such date, and the applicable breach failure to comply that occurred (or Default of such financial covenant that had occurred would have occurred) shall be deemed cured for purposes of this Agreement; and (iii. The parties hereby acknowledge that this Section 9.04(a) The Cure Amount shall may not be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised relied on for purposes of calculating any financial ratios other than as applicable to Article VIII and shall not result in any adjustment to any amounts (including, without limitation, Consolidated Senior Secured First-Lien Indebtedness) other than the financial covenants and not for any other purpose under this Agreementamount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) Notwithstanding anything herein to the contraryIn each period of four fiscal quarters, (i) in each four-fiscal quarter period, there shall be at least two (2) fiscal quarters in which the Cure Right no cure set forth in Section 9.04(a) is not exercised, made and (ii) during the term of this Agreement, the cure set forth in each eight-Section 9.04(a) shall not be exercised more than five times. (c) Notwithstanding anything to the contrary contained in Section 9.01, in the event that the Borrower fails (or, but for the operation of this Section 9.04, would fail) to comply with the financial covenant set forth in Article VIII, the Borrower may cure such failure by repaying Revolving Credit Loans and Swing Line Loans and Cash Collateralizing 101% of the Outstanding Amount of all L/C Obligations no later than ten (10) Business Days after the date on which financial statements are required to be delivered with respect to such fiscal quarter period, there hereunder. Upon the effectiveness of such repayment and/or Cash Collateralization (i) the failure to comply with the financial covenant set forth in Article VIII that occurred (or would have occurred) shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) deemed cured for purposes of this Section 8.04Agreement and (ii) if prior to such time the Revolving Credit Lenders have declared all outstanding obligations under the Revolving Credit Facilities to be immediately due and payable solely as a result of such failure to comply with Article VIII, the Cure Amount such declaration shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10deemed to be automatically rescinded at such time.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.018.01(b), in the event that any Consolidated EBITDA Covenant Breach occurs with respect to any Measurement Period, the Borrower fails to comply with shall have the requirements of any financial covenants set forth in Section 6.10right, until the expiration of the 15th no later than ten (10) Business Day subsequent to Days after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered for the last Fiscal Month of such Measurement Period pursuant to Section 5.01(d6.01(a) or (c) (the “Cure Period”), Holdings to cause one or more Persons to (i) so long as no Change of Control would arise therefrom, make a cash equity Investment in the Borrower and the Borrower shall have the right to issue Permitted Cure Securities for to such Person, directly or indirectly, Equity Interests of the Borrower that are not Disqualified Stock or (ii) make a cash or otherwise receive cash contributions loan to the capital Borrower in the form of HoldingsSubordinated Indebtedness and the Borrower shall have the right to incur such Subordinated Indebtedness, and in each case, to contribute any such the net cash proceeds of which shall be promptly contributed to the capital of Borrower (collectivelyeach such right of the Borrower, the “Cure Right”), and upon the receipt by the Borrower of such net cash proceeds pursuant to the exercise of the Cure Right (such amount of net cash proceeds, the “Cure Amount”), the financial covenant set forth in Section 7.15(a) pursuant to for the exercise by Holdings of such Cure Right and written notice to the Administrative Agent, all financial covenants relevant Measurement Period shall be recalculated recalculated, giving pro forma effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring actual (and not pro forma) compliance with the financial covenants covenant set forth in Section 7.15(a) for the relevant Measurement Period and not for any other purpose under this AgreementAgreement or any other Loan Document, by an amount equal to the Cure AmountAmount in respect of such Consolidated EBITDA Covenant Breach; and (ii) to the extent a Fiscal Month as to which the Cure Right in respect of such Consolidated EBITDA Covenant Breach has been exercised is included in the calculation of Consolidated EBITDA for purposes of determining actual (and not pro forma) compliance with the financial covenant set forth in Section 7.15(a) in a subsequent Measurement Period, the Cure Amount shall be included in the amount of Consolidated EBITDA for such subsequent Measurement Period; provided that such pro forma adjustment to Consolidated EBITDA after giving pro forma effect to such Cure Amount shall be given, as applicable, solely for the purpose of determining the existence of a Consolidated EBITDA Covenant Breach, and not for any other purpose under this Agreement or any other Loan Document. (b) If, after giving effect the exercise of the Cure Right and the recalculations pursuant to clause (a) above, the foregoing recalculations, Borrower shall be Loan Parties are in compliance with the requirements of all financial covenants set forth in Section 6.107.15(a) for the applicable Measurement Period, Borrower then the Loan Parties shall be deemed to have satisfied the requirements of such Section 6.10 as of the relevant date of determination for such Measurement Period with the same effect as though there had been no failure to comply therewith at Consolidated EBITDA Covenant Breach for such dateMeasurement Period, and the applicable breach Default or Event of Default of such financial covenant under Section 8.01(b) that had occurred as a result of such Consolidated EBITDA Covenant Breach shall be deemed cured for purposes of this Agreement; andcured. (iiic) The Cure Amount shall be included additionally in the amount exercise of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein shall be subject to the contrary, following additional limitations and requirements: (i) in each fourtwelve-fiscal quarter Fiscal Month period, there shall be at least two fiscal quarters six (6) Fiscal Months in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is shall not be exercised and in back-to-back Fiscal Months, (iii) for purposes the Cure Right shall not be exercised more than three (3) times during the term of this Section 8.04Agreement, (iv) with respect to any exercise of the Cure Right, the Cure Amount shall be no greater than the amount required to cause the Loan Parties to be in compliance with Section 7.15(a) in respect of the relevant Measurement Period, (v) all Cure Amounts will be disregarded for all purposes under this Agreement and the other Loan Documents (other than for determining compliance with Section 7.15(a) in respect of the relevant Measurement Period) including, without limitation, for the purposes of determining the availability of any carve-outs with respect to the covenants contained in Article VII hereof and (vi) such Cure Amount shall be applied to repay the Obligations in accordance with the terms of Section 2.05(f). (d) Notwithstanding the foregoing, in the event that a Consolidated EBITDA Covenant Breach occurs, such breach shall constitute an Event of Default under Section 8.02(b) for purposes of curing the non-determining compliance with financial covenants set forth any conditions precedent to funding of Committed Revolving Loans and in determining compliance with any provision of this Agreement or any other Loan Document that restricts or prohibits certain actions during the existence of an Event of Default until such breach is cured pursuant to this Section 6.108.04 (including application of the relevant Cure Amount to the outstanding Obligations in accordance with Section 2.05(f)); provided, that, to the extent (and from and after the date of delivery thereof until the end of such Cure Period) that the Borrower delivers written notice to the Agent of its intent to exercise a Cure Right, neither the Agent nor any other Credit Party may exercise any rights or remedies on the basis of any actual or purported Event of Default under Section 8.01(b) arising as a result of a Consolidated EBITDA Covenant Breach until and unless the Cure Period expires without the Cure Amount having been received and applied in accordance with this Section 8.04.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.017.14, in the event that Borrower fails the Borrowers fail to comply with the requirements Financial Covenant as of the end of any financial covenants set forth in Section 6.10relevant Test Period, until the expiration of the 15th Business Day subsequent to date that is 10 days after the date the certificate calculating compliance financial statements with respect to such financial covenant is Test Period are required to be delivered pursuant to Section 5.01(d)6.01, Holdings Parent shall have the right to issue Permitted Cure Securities for make an equity investment in the Parent Borrower (other than in the form of Disqualified Equity Interests) in cash or otherwise receive make cash common equity contributions to the capital of Holdings, and Parent Borrower (in each case, to contribute with the proceeds of any such cash to equity investment made in Parent by the capital of Borrower Sponsors) (collectively, the “Cure Right”), and upon the receipt by the Parent Borrower of such cash contributions (the “Cure Amount”) pursuant to ), the exercise by Holdings of such Cure Right and written notice to Borrowers’ compliance with the Administrative Agent, all financial covenants Financial Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose purposes of measuring determining compliance with the financial covenants Financial Covenant, including determining compliance with the Financial Covenant as of the end of such Test Period and not applicable subsequent periods that include such fiscal quarter for any other purpose under this Agreement, which the Cure Right is exercised by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculationscalculations (but not, Borrower for the avoidance of doubt, giving pro forma effect to any repayment of Indebtedness in connection therewith), the Borrowers shall be in compliance with satisfy the requirements of all financial covenants set forth in Section 6.10Financial Covenant, Borrower then the Financial Covenant shall be deemed to have satisfied the requirements of Section 6.10 as of the end of the relevant date of determination Test Period with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Covenant that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal fiscal-quarter period, period there shall be at least two one fiscal quarters quarter in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing complying with the non-Financial Covenant, and (iii) the Cure Amount shall be disregarded for purposes of determining compliance with financial covenants set forth in Section 6.10any other provision of this Agreement.

Right to Cure. Borrower may cure (aand shall be deemed to have cured) Notwithstanding a breach of the financial covenant set forth in Section 10.3 (the “Specified Financial Covenant”) if it receives the net cash proceeds of an investment of Curative Equity within thirty (30) days after the date on which the Compliance Certificate is required to be delivered to Agent pursuant to Section 10.1.2(c) in respect of the Fiscal Quarter with respect to which any such breach occurred (such date, as applicable, the “Cure Expiration Date”); provided, that Borrower’s right to so cure a breach of the Specified Financial Covenant under this Section 11.6 shall be contingent on compliance with the requirements set forth in this Section 11.6. 11.6.1. The net cash proceeds received by Borrower from the issuance of Curative Equity (which proceeds are contributed to Borrower) shall be in immediately available funds and, subject to the limitations set forth in Section 11.6.5 below, shall be in an amount equal to the amount required to cause Borrower to be in compliance with the Specified Financial Covenant as at the last day of the most recently ended Fiscal Quarter, calculated for such purpose as if such amount of Curative Equity were additional EBITDA of Borrower and its Subsidiaries as at such date. Such proceeds shall be applied to prepay the Loans as required in Section 5.3(f). 11.6.2. Borrower shall (i) notify Agent of its intent to cure a breach of the Specified Financial Covenant with the net cash proceeds contributed to Borrower from an investment in respect of, or in exchange Qualified Equity Interests (“Curative Equity”), which notice (the “Cure Notice”) shall be delivered together with the delivery of the Compliance Certificate, and (ii) promptly notify Agent of its receipt of any proceeds of Curative Equity. 11.6.3. In the Compliance Certificate delivered pursuant to Section 10.1.2(c) in respect of the Fiscal Quarter end on which Curative Equity is to be used, Borrower shall set forth a calculation of the financial results and balance sheet of its Subsidiaries as at such Fiscal Quarter end (including for such purposes the proceeds of the Curative Equity (broken out separately) as deemed EBITDA as if received on such date), which shall confirm that on a pro forma basis after taking into account the receipt of the Curative Equity proceeds, Borrower would be in compliance with the Specified Financial Covenant as of such date. Upon delivery of a Compliance Certificate as described in this Section 11.6.3, and anything to the contrary contained in herein notwithstanding, (i) Borrower shall have a ten (10) day period to cure a breach of the Specified Financial Covenant using the proceeds of Curative Equity and (ii) neither Agent nor any Lender may exercise any rights or remedies under Section 8.01, in 11.2 (or under any other Loan Document) on the event that Borrower fails to comply with the requirements basis of any financial covenants set forth in Section 6.10, actual or purported Specified Financial Covenant Event of Default (or any other Default as a result thereof) during the period between the receipt of a Cure Notice by Agent until the expiration Cure Expiration Date. 11.6.4. Concurrently with its receipt of the 15th Business Day subsequent net cash proceeds of Curative Equity, Borrower shall deliver to Agent an updated Compliance Certificate confirming receipt of the Curative Equity and the calculation of the Specified Financial Covenant in reasonable detail giving effect to the date the certificate calculating compliance with such financial covenant is required to be delivered pursuant to Curative Equity as part of EBITDA. Upon delivery of a Compliance Certificate as described in this Section 5.01(d), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, 11.6.4 and in each case, to contribute any such cash to the capital of Borrower (collectively, the “Cure Right”), and upon the receipt by Borrower of such cash (the “Cure Amount”) pursuant Curative Equity that is sufficient to the exercise by Holdings of such Cure Right and written notice cause Borrower to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the financial covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Borrower shall be in compliance with the requirements Specified Financial Covenant in respect of all financial covenants set forth the Fiscal Quarter with respect to which the breach occurred in accordance with this Section 6.1011.6, Borrower the Specified Financial Covenant shall be deemed to have satisfied the requirements of Section 6.10 and complied with as of the end of the relevant date of determination Fiscal Quarter with the same effect as though there had been no failure to comply therewith at such datewith the Specified Financial Covenant and any Event of Default that arose and is continuing, or would have arisen but for the election to cure pursuant to this Section 11.6, as a result of a breach of the Specified Financial Covenant (and the applicable breach or any other Default of such financial covenant that had occurred as a result thereof) shall be deemed cured not to have occurred for purposes of the Loan Documents with no further action required by Agent, any Lender or the Required Lenders. 11.6.5. Notwithstanding the foregoing, Borrower’s rights under this Section 11.6 may (A) not be exercised if an Event of Default (other than an Event of Default in respect of a breach of Section 10.3) has occurred and is continuing, (B) be exercised not more than five (5) times during the term of this Agreement; and , (iiiC) The Cure Amount shall be included additionally in exercised not more than one (1) time during any two (2) consecutive applicable test periods, and (D) not be exercised if the amount of Consolidated EBITDA the proposed investment of Curative Equity exceeds $5,000,000 at any one time or $10,000,000 in the aggregate during the term of this Agreement. 11.6.6. Notwithstanding the foregoing, (x) the Curative Equity shall be disregarded for purposes of determining compliance with any other provision of this Agreement, (y) the period Curative Equity shall not result in any reduction of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised Obligations for purposes of calculating compliance with the financial covenants and not covenant for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters Fiscal Quarter in which the Cure Right Curative Equity is not exercisedmade and the applicable subsequent periods that include such Fiscal Quarter, and (iiz) in each eight-fiscal quarter period, there EBITDA shall be a increased, solely for the purposes of determining compliance with the Specified Financial Covenant including determining compliance with the Specified Financial Covenant as of the end of such period of at least four consecutive quarters during and applicable subsequent periods that include such Fiscal Quarter for which the Cure Right Curative Equity is not exercised and (iii) for purposes of this Section 8.04, invested by an amount equal to the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10Curative Equity.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that the Parent Borrower fails (or, but for the operation of this Section 8.02, would fail) to comply with the requirements Financial Performance Covenant, as of the last day of any financial covenants set forth in Section 6.10Fiscal Quarter, at any time after such last day until the expiration of the 15th Business Day subsequent to day that is 10 days after the date the certificate calculating compliance with the Financial Performance Covenant for such financial covenant Fiscal Quarter is required to be delivered pursuant to Section 5.01(d)6.02, Holdings or the Parent Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Parent Borrower (collectively, the “"Cure Right”"), and upon which cash shall be contributed as common equity to the receipt by Parent Borrower of (such cash (contributed amount, the “"Cure Amount”) pursuant to the exercise by Holdings of "), such Cure Right and written notice to the Administrative Agent, all financial covenants Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) by increasing Consolidated EBITDA shall be increasedwith respect to such Fiscal Quarter and any four-quarter period that contains such Fiscal Quarter, solely for the purpose of measuring the financial covenants Financial Performance Covenant and not for any other purpose under this Agreement, Agreement by an amount equal to the Cure Amount; and provided, that, (i) in each four-Fiscal Quarter period there shall be no more than two Fiscal Quarters in which the Cure Right is exercised, (ii) no more than four Cure Rights will be exercised in the aggregate during the term of this Agreement, (iii) for purposes of this Section 8.02, the Cure Amount that is given effect shall be no greater than the amount required for purposes of complying with the Financial Performance Covenant and (iv) for the avoidance of doubt, in recalculating the Financial Performance Covenant by increasing Consolidated EBITDA 109 as set forth above, there shall be no pro forma effect given to any reduction of Indebtedness with the Cure Amount in such recalculation of the Financial Performance Covenant. If, after giving effect to the foregoing recalculationsadjustments in this paragraph, Borrower the Borrowers shall then be in compliance with the requirements of all financial covenants set forth in Section 6.10the Financial Performance Covenant, Borrower the Borrowers shall be deemed to have satisfied the requirements of Section 6.10 the Financial Performance Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant the Financial Performance Covenant that had occurred shall be deemed cured for the purposes of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (b) Notwithstanding anything herein to the contrary, (i) in each four-fiscal quarter period, there shall be at least two fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants set forth in Section 6.10.

Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event that Borrower fails to comply with the requirements of any financial covenants Event of Default under any covenant set forth in Section 6.10, 7.15 and until the expiration of the 15th Business Day subsequent to tenth (10th) day after the date the certificate calculating compliance with such on which financial covenant is statements are required to be delivered pursuant with respect to Section 5.01(d)the applicable fiscal quarter hereunder, Holdings shall have (or any direct or indirect parent of Holdings) or the right Parent Borrower may engage in a Permitted Equity Issuance to issue Permitted Cure Securities for cash any member of the Sponsor Group or otherwise receive cash equity contributions to the capital of Holdings, and in each case, to contribute any such cash to the capital of Borrower Holdings (collectively, the “Cure Right”)) and, in each case, apply the amount of the net cash proceeds thereof to increase Consolidated EBITDA with respect to such applicable quarter; provided that such net cash proceeds (i) are actually received by the Parent Borrower (including through capital contribution of such net cash proceeds to the Parent Borrower) no later than ten (10) days after the date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder, and upon (ii) do not exceed the aggregate amount necessary to cure such Event of Default under Section 7.15 for any applicable period. (b) Upon receipt by the Parent Borrower of such cash (the “Cure Amount”) pursuant ), Consolidated EBITDA for any period of calculation which includes the last fiscal quarter of the Test Period ending immediately prior to the exercise by Holdings of date on which such Cure Right and written notice to the Administrative Agent, all financial covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA Amount was paid shall be increased, solely for the purpose of measuring calculating any financial ratio set forth in Section 7.15, by an amount equal to the financial covenants Cure Amount. The Cure Amount shall be applied solely for the purpose set forth in the preceding sentence and not for any other purpose under this Agreement. Without limiting the foregoing, by an amount equal to the Cure Amount; andAmount shall not be included in the proceeds of equity issuances or capital contributions referred to in clause (iii) of the definition of Available Amount or in Section 7.06(b)(i). (iic) If, after giving effect to the foregoing recalculations, Borrower the Borrowers shall then be in compliance with the requirements of all financial covenants set forth in Section 6.107.15, Borrower the Borrowers shall be deemed to have satisfied the requirements of Section 6.10 7.15 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or Default default of such financial covenant Section 7.15 that had occurred shall be deemed cured for purposes this purpose of this Agreement; and (iii) The Cure Amount shall be included additionally in the amount of Consolidated EBITDA for the period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised for purposes of calculating the financial covenants and not for any other purpose under this Agreement. (bd) Notwithstanding anything herein to the contrary, In each period of four (i4) in each four-consecutive fiscal quarter period, quarters there shall be at least two (2) fiscal quarters in which the Cure Right is not exercised, (ii) in each eight-fiscal quarter period, there shall be a period of at least four consecutive quarters during which the Cure Right is not exercised and (iii) for purposes of this Section 8.04, the Cure Amount shall be no greater than the amount required for purposes of curing the non-compliance with financial covenants cure set forth in Section 6.108.04(a) is made.