Common use of Assigned Interest Clause in Contracts

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Commitment Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ Loans1 [Tranche 1][Tranche 2] Revolving Commitment [US$][C$][€] [US$][C$][€] % $ $ [US$][C$][€] [US$][C$][€] % $ $ [US$][C$][€] [US$][C$][€] % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 1 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. ASSIGNEE NAME OF ASSIGNEE By: Title: 4 To be added only if the consent of the Company is [Consented to and]2 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]3 DOMTAR CORPORATION4, as [Parent] Borrower By Title: [NAME OF ANY OTHER RELEVANT PARTY] By Title: 2 Not required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONfor an assignment to a Lender or a Lender Affiliate.

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Commitment/ Loans16 CUSIP Number [Term Loan] [Revolving Loan] $ $ % $ $ % $ $ % 16 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Effective Date: ______, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK[LULU’S FASHION LOUNGE, N.A.LLC, as Borrower]17 By: Name: Title: CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimalsInsert each L/C Issuer, as a percentage L/C Issuer]18 By: Name: Title: 17 Insert only if (i) assignment is to any Person other than (x) any existing Lender (other than a Non-Funding Lender or Impacted Lender) or (y) any Affiliate or Approved Fund of any existing Lender (other than a Non-Funding Lender or Impacted Lender) and (ii) no Event of Default under Section 7.01(a), (f) or (g) of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the Credit Agreement is continuing and consent of the Issuing Banks and the Swingline Lenders Borrower is required by the terms pursuant to 9.9(b) of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVConsent of the Borrower shall not be unreasonably withheld, INCconditioned or delayed and shall be deemed to have been given if the Borrower has not responded within ten Business Days after delivery of the notice of assignment. By: Title: 4 To be added 18 Insert only if the assignment is of a Revolving Loan Commitment or Revolving Loan being made to an Eligible Assignee and each L/C Issuer’s consent of the Company is required by the terms pursuant to Section 9.9(b) of the Credit Agreement. ANNEX I 1 to Assignment and Assumption CREDIT AGREEMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % Revolving Commitment $ $ % $ $ % Effective Date: , 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, Issuing Bank and Swingline Lender By: Name: Title: [Consented to:]3 CRICUT, INC., a Delaware corporation, as Borrower Representative By: Name: Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Borrower Representative is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS Agreement ANNEX 1 ASSIGNMENT AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned (e.g. “U.S. Tranche A Revolving Commitment,” “U.S. Tranche B Revolving Commitment,” “Canadian Revolving Commitment,” “U.S. Term Loans,” or “Canadian Term Loans”) Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one on or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: [Consented to and and] Accepted: [JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline LenderAgent] By: By Title: [Consented to:]3 2 Set forthto:] [JPMORGAN CHASE BANK, so at least 9 decimalsN.A., as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSFronting Bank] [Consented to:]4 FISERV, INC. By: By Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: [Consented to and and]3 Accepted: JPMORGAN CHASE BANK, N.A.KEYBANK NATIONAL ASSOCIATION, as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Loan Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] By Title: [Consented to:]4 FISERVto: [THE XXXXXX COMPANIES, INC. By: Title: ., as Borrower By Title:]]4 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Loan Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONFOR

Assigned Interest. 1 Select as applicable. Assignor[s]13 Assignee[s]14 Facility Assigned15 Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Lenders16 Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Commitment/ Loans17 CUSIP Number $ $ % $ $ % $ $ % 13 List each Assignor, as appropriate. 14 List each Assignee, as appropriate. 15 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Revolving Commitment,” etc.). 16 Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 17 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. [7. Trade Date: ]18 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to 18 To be completed if the Administrative Agent a completed Administrative Questionnaire in which Assignor and the Assignee designates one or more credit contacts intend that the minimum assignment amount is to whom all syndicate-level information (which may contain material non-public information about be determined as of the Company, Trade Date. [***] Confidential treatment has been requested for the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available bracketed portions. The confidential redacted portion has been omitted and who may receive such information in accordance filed separately with the Assignee’s compliance procedures Securities and applicable laws, including federal and state securities lawsExchange Commission. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Set forthto and]19 Accepted: CREDIT SUISSE AG, so at least 9 decimalsCAYMAN ISLANDS BRANCH, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 Administrative Agent By: Name: Title: [Consented to:]20 By: Name: Title: 19 To be added only if the consent of the Issuing Banks and Administrative Agent is required by the Swingline Lenders terms of the Credit Agreement. 20 To be added only if the consent of the Borrowers and/or other parties (e.g., L/C Issuer) is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS***] [Consented to:]4 FISERV, INCConfidential treatment has been requested for the bracketed portions. By: Title: 4 To be added only if The confidential redacted portion has been omitted and filed separately with the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONSecurities and Exchange Commission.

Assigned Interest. 1 Select as applicable. Facility Assigned3 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or their Credit Parties] and [its] [their] Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Commitment,” etc.). 4 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 [Consented to and]5 Accepted: [NAME OF ADMINISTRATIVE AGENT], as Administrative Agent By Title: [Consented to:]6 [NAME OF RELEVANT PARTY] By Title: 5 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in either “Revolving Commitment” or “Revolving Loans”. 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: Consented to:4 COMCAST CORPORATION, as Borrower By Title: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as an Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVLender By Title: JPMORGAN CHASE BANK, INC. By: N.A., as an Issuing Lender By Title: 4 To be added only if the Borrower consent of the Company is required by for assignments to non-Lenders. ANNEX 1 TO ASSIGNMENT AND ASSUMPTION Credit Agreement dated as of June 6, 2012 (as amended, supplemented or otherwise modified from time to time, the terms of the “Credit Agreement. ANNEX I ”) among Comcast Corporation, a Pennsylvania corporation (“Borrower”), Comcast Cable Communications, LLC, a Delaware limited liability company (as “Co-Borrower”), the several banks and other financial institutions or entities from time to time parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Class of Commitment/Loans Assigned Aggregate Amount of Commitment/Loans for all Lenders of applicable Class Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loan of applicable Class $ $ % $ $ % $ $ % Effective Assignment Date: _____________ ___, 20 20___ (the “Assignment Date”) [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Term Facility Borrower, their respective subsidiaries and their respective Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Admistrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. to: PERRIGO FINANCE UNLIMITED COMPANY By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement1 If required. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one on or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Term Loan Commitment,” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks Consented to and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVAccepted: JPMORGAN CHASE BANK, INC. ByN.A., as Administrative Agent, By Name: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Consented to: [NAME OF RELEVANT PARTY] By— Title:ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 A. $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Tranche A Term Commitment,” “Tranche B Term Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit AgreementLenders. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Consented to and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]4 FISERVto:]5 AV HOMES, INC. ByBy Title: [NAME OF ANY OTHER RELEVANT PARTY] By Title: 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee (in the case of an Assignee that is not a Lender) agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. ______________________ Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Set forth, so at least 9 decimalsto one]3 Accepted: THE BANK OF NOVA SCOTIA, as a percentage of the Commitment/Loans of all Lenders thereunder. Administrative Agent By: Name: Title: [Consented to:]4 KIMCO REALTY CORPORATION By: Name: Title: ______________________ 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 ______________________ To be added only if the consent of the Company Kimco is required by the terms of the Credit Agreement. 665 ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyHF Foods, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s 's compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. "Revolving Commitment," "Term Loan Commitment," etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto and]4 Accepted: JPMORGAN CHASE BANK, N.A., as [Administrative Agent, Issuing Bank and Swingline Lender] By: Name: Title: [Consented to:]5 [HF FOODS GROUP, INC. .] By: Name: Title: 4 To be added only if the consent of the Company Administrative Agent, Issuing Bank and/or Swingline Lender, as applicable, is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Borrower and/or other parties (e.g. Swingline Lender, Issuing Bank) is required by the terms of the Credit Agreement. ANNEX I 1 ASSIGNMENT AND ASSUMPTION [__________________]1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned for all Lenders3 Amount of Percentage Commitment/ Loans Assigned3 Percentage Assigned of Commitment/Loans2 Commitment/ Loans4 CUSIP Number $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and is an Issuing Bank and a Swingline LenderAffiliate/Approved Fund of [identify Lender]5] By: Title: [Consented to:]3 to and] Accepted:6 THE CIT GROUP/BUSINESS CREDIT, INC., as Administrative Agent By Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment”) 3 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date. 4 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 5 Select as applicable. 6 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto:]7 BORROWERS: BROADVIEW NETWORKS HOLDINGS, INC. By: Name: Title: 4 BROADVIEW NETWORKS, INC. By: Name: Title: BROADVIEW NETWORKS OF MASSACHUSETTS, INC. By: Name: Title: BROADVIEW NETWORKS OF VIRGINIA, INC. By: Name: Title: BRIDGECOM INTERNATIONAL, INC. By: Name: Title: 7 To be added only if the consent of the Company Borrowers is required by the terms of the Credit Agreement. ANNEX I 1 to Assignment and Assumption STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned3 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ (the “Effective Date”) [TO BE INSERTED BY ADMINISTRATIVE AGENT UPON ENTRY OF THIS EXECUTED ASSIGNMENT INTO THE REGISTER AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Wireline Companies and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. 3 Fill in the appropriate terminology for the types of Facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Loan,” “Term Loan”, etc.) 4 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders under the applicable Facility. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: [Consented to and and]5 Accepted: JPMORGAN CHASE BANKCITIBANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: By Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 5 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto:]6 WINDSTREAM SERVICES, INC. By: LLC By Title: 4 6 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION[Consented to:]7 CITIBANK, N.A., as Issuing Bank By Title:

Assigned Interest. 1 Select as $ $ _______ % $ $ _______ % $ $ _______ % 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Revolving Loan Commitment,” “Term Loan Commitment,” etc.). 3 Must comply with the minimum assignment amounts set forth in Section 13.03(b)(i) of the Credit Agreement, to the extent such minimum assignment amounts are applicable. Aggregate Amount 4 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans for of all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % under the Credit Agreement. Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN BY THE REGISTER THEREFORADMINISTRATIVE AGENT.] The Assignee Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securitiesMNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable lawslaw, including federal Federal, State and state foreign securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE ASSIGNEE5 [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: [JPMORGAN CHASE BANK, N.A., as Administrative Agent]6 5 The Assignee must deliver to the [Initial Borrower][Borrower] all applicable Tax forms required to be delivered by it under Section 4.05 of the Credit Agreement. 6 To be added only if the consent of the Administrative Agent is required by the terms of Section 13.03 of the Credit Agreement. By: Name: Title: Consented to: [and an JPMORGAN CHASE BANK, N.A., as Swing Line Bank]7 By: Name: Title: [[NAME OF ISSUING BANK], as Issuing Bank and a Swingline Lender] Bank]8 By: Name: Title: [Consented to:]3 2 Set forthto:]9 [ENERGIZER GAMMA ACQUISITION, so at least 9 decimalsINC., as a percentage Initial Borrower By: Name: Title: 7 To be added only if the consent of the Commitment/Loans Swing Line Bank is required by the terms of all Lenders thereunderSection 13.03 of the Credit Agreement. 3 8 To be added only if the consent of the Issuing Banks and the Swingline Lenders Bank is required by the terms of Section 13.03 of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 9 To be added only if the consent of the Company [Initial Borrower][Borrower] is required by the terms of Section 13.03 of the Credit Agreement. ANNEX I STANDARD TERMS ENERGIZER HOLDINGS, INC., as Borrower By: Name: Title:] XXXXX 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % Loans3 $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver (or has delivered) to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrowers and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The Assignee agrees to hold such information confidential to the extent required by Sections 10.9 and 13.2 of the Credit Agreement. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Revolving Credit Commitment”) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 [Consented to and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swing Lender and Issuer By Title: [Consented to:]5 XXXXXXX, INCORPORATED By Title: 4 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent, Swing Lender or Issuer is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 5 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] Lender By: Title: [Consented to:]3 OTHER ISSUING BANKS] 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [Consented to:]3 SPROUTS FARMERS MARKETS HOLDINGS, LLC By: Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 (1) $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Tranche A Term Commitment,” “Tranche B Term Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit AgreementLenders. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Consented to and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]4 FISERVto:]5 AV HOMES, INC. ByBy Title: [NAME OF ANY OTHER RELEVANT PARTY] By Title: 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Class of Assigned Commitments Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % Loans1 [Original][2020 Incremental] Commitments $ $ % Effective Date: ____________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ], By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] ], By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] AS THE ADMINISTRATIVE AGENT, SWING LINE LENDER AND ISSUING BANK By: Title: [Consented to:]3 2 1 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. ByName: Title: 4 [ ], AS ISSUING BANK, By: Name: Title: [Consented to: DOORDASH, INC., By: Name: Title:]2 2 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX Annex I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONExhibit A DOORDASH, INC. CREDIT AGREEMENT Standard Terms and Conditions for Assignment and Assumption

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans[2] $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyAdministrative Borrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent _________________________ [and an Issuing Bank and a Swingline Lender2] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 Exhibit A - Assignment and Assumption Consented to and Accepted: JPMORAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent By Title: [Consented to:] [NAME OF RELEVANT PARTY] By Title: _________________________ To be added only if the consent of the Administrative Borrower and/or other parties (e.g. Issuing Banks and the Swingline Lenders Bank) is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Exhibit A - Assignment and Assumption ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION1

Assigned Interest. 1 Select as applicable. Assignors Assignee Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Loans CUSIP Number Term A Loans / Revolving Credit Loans and Commitments $ $ % Term A Loans / Revolving Credit Loans and Commitments $ $ % Term A Loans / Revolving Credit Loans and Commitments $ $ % Effective Date: March [●], 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2020 The Assignee agrees to deliver to the Administrative Pro Rata Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Companyeach Borrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Master Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, as the Term Loan A Agent and Revolver Administrative Agent pursuant to Section 2.21 of the Credit Agreement By: Name: Title: By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH By: Name: Title: By: Name: Title: ANNEX A-1 Consented to and Accepted: JPMORGAN CHASE BANKCOÖPERATIEVE RABOBANK U.A., N.A.NEW YORK BRANCH, as Term Loan A Agent and Revolver Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: [By: Name: Title: Consented to:]3 2 Set forthto: Borrowers HLF FINANCING SaRL, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLLC By: Name: Title: HERBALIFE NUTRITION LTD. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVBy: Name: Title: HERBALIFE INTERNATIONAL LUXEMBOURG S.À X.X. By: Name: Title: HERBALIFE INTERNATIONAL, INC. By: Name: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 ANNEX 1 TO MASTER ASSIGNMENT CREDIT AGREEMENT DATED AS OF AUGUST 16, 2018 AMONG HLF FINANCING SaRL, LLC, HERBALIFE NUTRITION LTD., HERBALIFE INTERNATIONAL LUXEMBOURG S.À X.X., HERBALIFE INTERNATIONAL, INC., THE SEVERAL BANKS AND OTHER FINANCIAL INSTITUTIONS OR ENTITIES FROM TIME TO TIME PARTIES THERETO AS LENDERS, JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT FOR THE TERM LOAN B LENDERS AND COLLATERAL AGENT, AND COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, AS ADMINISTRATIVE AGENT FOR THE TERM LOAN A LENDERS, AN ISSUING BANK AND AS ADMINISTRATIVE AGENT FOR THE REVOLVING CREDIT LENDERS STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONMASTER ASSIGNMENT

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Exhibit A Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: Consented to: [and SUNOCO, INC., as Borrower29 By Title:] JPMORGAN CHASE BANK, N.A., as Swingline Lender By Title: JPMORGAN CHASE BANK, N.A., as an Issuing Bank and a Swingline Lender] By: By Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage 29 The consent of the Commitment/Loans Borrower is not required for assignments to a Lender, an Affiliate of all Lenders thereundera Lender or an Approved Fund. 3 To be added only if Further, the consent of the Borrower is not required if an Event of Default has occurred and is continuing. Exhibit A BANK OF AMERICA, N.A., as an Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. Bank By Title: [EACH OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVBANK], INC. By: as an Issuing Bank By Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Exhibit A ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 20074 The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 4 To be inserted by Administrative Agent and which shall be the Effective Date of recordation of transfer in the register therefor. [Consented to and]5 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Name: Title: 5 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I 1 $1,500,000,000 5-YEAR REVOLVING CREDIT FACILITY STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Banks Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans6 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 6 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderBanks. 3 To be added only if Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: Consented to: SOUTHWEST AIRLINES CO. By Title: ANNEX 1 Credit Agreement dated as of April 28, 2011 among Southwest Airlines Co., the consent of the Issuing Banks parties thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I other agents parties thereto STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of [Tranche 1][Tranche 2] Commitment/Loans for all Lenders Amount of [Tranche 1][Tranche 2] Commitment/ Loans Assigned Percentage Assigned of [Tranche 1][Tranche 2] Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties Company and/or their its Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the [Tranche 1][Tranche 2] Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks Consented to and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Title: [Consented to:]4 to:]3 FISERV, INC. By: Title: 4 3 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans Advances for all Lenders Banks Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Advances Assigned Percentage of Commitment/Advances Assigned1 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrower and its affiliates and their Related Parties and/or related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 1 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [Consented to and Accepted:]2 JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent By Title: [Consented to:]3 BAXALTA INCORPORATED, as Borrower By Title: [Consented to:] JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Issuing Bank By Title: 2 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement 3 To be added only if the consent of the Borrower and/or other parties (e.g., Swingline Banks, Issuing Banks and the Swingline Lenders Banks) is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Agreement ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Principal Amount of Commitment/ Loans Assigned (and identifying information as to individual Competitive Loans) Percentage Assigned of CommitmentFacility/Loans2 Commitment (set forth, to at least 9 decimals, as a percentage of the Facility and the aggregate Commitments of all Lenders thereunder) Commitment Assigned: $ $ % Revolving Loans: $ $ % Competitive Loans: $ $ % Term Loans: $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The If the Assignee is not already a Lender under the Credit Agreement, the Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or their respective securitiesParties) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The [Assignee/Assignor] shall pay the fee payable to the Administrative Agent pursuant to Section 9.04(b) of the Credit Agreement. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR ASSIGNEE [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: By: Name: Name: Title: Title: Consented to and Accepted: THE MXXXXX-XXXX COMPANIES, INC. By: Name: Title: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 to EXHIBIT A STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Term Commitment,” “Canadian Revolving Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks Consented to and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: Consented to:]4 FISERVto: XXXX & BUSTER’S, INC. By: By Title: 4 To be added only if the consent ANNEX 1 Credit Agreement, dated as of the Company is required June 1, 2010, and as amended by the terms First Amendment, dated as of May 13, 2011 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement. ANNEX I ”), among Xxxx & Buster’s Holdings, Inc., Xxxx & Buster’s, Inc. (the “Borrower”), 6131646 Canada Inc. (the “Canadian Borrower”, and together with the US Borrower, the “Borrowers”), the several lenders from time to time parties thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and the other agents parties thereto STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of CommitmentCommitments/Loans for of all Lenders Amount of Commitment/ Commitments/Loans Assigned Percentage Assigned of CommitmentAggregate Amount of Commitments/Loans2 $ $ % $ $ % $ Loans of all Lenders2 $[·] $ % Effective Date: ________________, 20 20__ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal, state and state foreign securities laws. 2 Set forth, to at least nine decimals. Form of Assignment and Assumption The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By], as Assignor by Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A.], as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByAssignee, by Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimalsNAME OF ASSIGNEE], as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required Assignee, BANK OF AMERICA, N.A. as Administrative Agent, by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. ByName: Title: 4 Form of Assignment and Assumption [Consented to:]3 AMERISOURCEBERGEN CORPORATION, by Name: Title: 3 To be added only if the consent of the Company is required by the terms Section 11.04(b) of the Credit Agreement. Form of Assignment and Assumption ANNEX I 1 to Form of Assignment and Assumption US$1,000,000,000 AmerisourceBergen Corporation Term Loan Credit Agreement STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Facility Assigned3 all Lenders Assigned Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: _______ __, 20 _____ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Tranche A Commitment,” “Tranche B Commitment,” etc.) 4 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 [Consented to and]5 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Name: Title: [Consented to:]6 [NAME OF RELEVANT PARTY] By: Name: Title: 5 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Term Loans for all Lenders Amount of Commitment/ Term Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % Term Loans3 $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver (or has delivered) to the Administrative Agent (a) a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrowers and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities lawslaws and (b) all tax forms required by Section 3.4 of the Credit Agreement. The Assignee agrees to hold such information confidential to the extent required by Sections 10.9 and 13.2 of the Credit Agreement. [The Assignee has paid (or shall concurrently with the execution of this Assignment and Assumption pay) the processing and recordation fee of $3,500 to the Administrative Agent]. For the purposes of Article 1278 of the Belgian Civil Code, it is confirmed that the rights and prerogatives under the Belgian Collateral Documents shall be maintained in favour of the Assignee and the remaining Secured Parties. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Term Loans”) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Term Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto and]4 Accepted: GLAS USA LLC, INC. By: as Administrative Agent By Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION[Consented to:]5 XXXXXXX XXXXXXX, INCORPORATED By Title:

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans Loans/ Obligations for all Lenders Amount of Commitment/ Loans Commitment/Loans/ Obligations Assigned Percentage Assigned of Commitment/Loans2 Loans/ Obligations2 Dollar Working Capital Facility Commitment $ $ % Multicurrency Working Capital Facility Commitment $ $ % Acquisition Facility Commitment $ $ % Effective Date: 1 Select as applicable. 2 Set forth, 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal federal, state, provincial and state territorial securities laws. The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Name: Title: [and an JPMORGAN CHASE BANK, N.A., as a Dollar Working Capital Facility Issuing Bank Lender, and a Swingline Dollar Swing Line Lender By: Name: Title: [ ], as [a Dollar Working Capital Facility Issuing Lender] [a Dollar Swing Line Lender], By: Name: Title: By: Name: Title:]3 3 Include for Assignments of [Dollar Working Capital Facility Commitment] [Dollar Swing Line Facility Commitment]. [JPMORGAN CHASE BANK, N.A., as a Multicurrency Working Capital Facility Issuing Lender, and a Multicurrency Swing Line Lender] By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals[ ], as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the [Multicurrency Working Capital Facility Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSLender] [Consented to:]4 FISERVa Multicurrency Swing Line Lender], INC. By: Name: Title: By: Name: Title:]4 4 To be added only Include for Assignments of Multicurrency Working Capital Facility Commitment. [JPMORGAN CHASE BANK, N.A., as an Acquisition Facility Issuing Lender By: Name: Title: [ ], as an Acquisition Facility Issuing Lender, By: Name: Title: By: Name: Title:]5 [Consented to: XXXXXXX OPERATING RESOURCES LLC, as Borrower By: Name: Title:]6 5 Include for Assignments of Acquisition Facility Commitment. 6 Include if the consent of the Company is required by the terms Section 11.7(c) of the Credit Agreement. ANNEX I 1 Amended and Restated Credit Agreement, dated as of December 9, 2014 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement”), among Xxxxxxx Operating Resources LLC (the “U.S. Borrower”), Kildair Service Ltd. (“Kildair”), Xxxxxxx Resources ULC (“AcquireCo” and, together with Kildair, the “Initial Canadian Borrowers”), the Lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the other agents parties thereto. Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE AGREEMENT

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Revolving Commitment,” “Tranche A Commitment,” “Tranche B Commitment,” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto and]4 Accepted: JPMORGAN CHASE BANK, INC. ByN.A., as Administrative Agent By Title: [Consented to:]5 JPMORGAN CHASE BANK, N.A., as Issuing Bank and Swingline Lender By Title: [ ], as Issuing Bank By Title: WESTLAKE CHEMICAL CORPORATION By Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Company and/or other parties (e.g. Swingline Lender, Issuing Banks) is required by the terms of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Amount of Facility Assigned Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment all Lenders Assigned Commitment/Loans2 Loans1 $ $ % $ $ % $ $ % Effective Date: ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 1 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 [*] Certain confidential information contained in this document, marked with an asterisk in brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. [Consented to and]2 Accepted: [NAME OF ADMINISTRATIVE AGENT], as Administrative Agent By Title: [Consented to:]3 [NAME OF RELEVANT PARTY] By Title: 2 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: __________________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: __________________________________ Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Dollar Revolving Credit Sub -Commitment” or “Multicurrency Revolving Credit Sub-Commitment”). 3 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Consented to and Accepted: JPMORGAN CHASE BANK, N.A., Administrative Agent and Issuing Banks Lender and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Lender By Title: [Consented to:]4 FISERV, INC. By: TELEFLEX INCORPORATED By Title: 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 ​ $ $ % ​ $ $ % ​ $ $ % ​ Effective Date: , 20 ______________ ___20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth [Signatures to follow] 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 (e.g. “Revolving Commitment,” “Term Loans”) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks The terms set forth in this Assignment and the Swingline Lenders is required by the terms of the Credit Agreement. Assumption are hereby agreed to: ASSIGNOR ​ [OTHER ISSUING BANKS AND SWINGLINE LENDERSNAME OF ASSIGNOR] [Consented to:]4 FISERV, INC. By​ ​ By:​ ​​ ​​ ​​ ​​ ​ Name: Title: ​ ​ ASSIGNEE ​ [NAME OF ASSIGNEE] ​ ​ By:​ ​​ ​​ ​​ ​​ ​ Name: Title: ​ [Consented to and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent ​ By:​ ​​ ​​ ​​ ​​ ​​ ​ Name: Title: ​ [Consented to:]5 [NAME OF RELEVANT PARTY] ​ By:​ ​​ ​​ ​​ ​​ ​​ ​ Name: Title: ​ 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned3 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment” or “Term Commitment”). 4 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 [Consented to and]5 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]6 XXX.XXX GROUP, INC. By Title: JPMORGAN CHASE BANK, N.A., as Issuing Lender and Swingline Lender By Title: 5 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned3 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrowers and their Related Parties and/or affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 ______________________________ 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Credit Commitment,”). 4 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added Consented To: INTERNATIONAL BUSINESS MACHINES CORPORATION By: ________________ Name: Title: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: ________________ Name: Title: [Consents required only if to the consent of the Issuing Banks and the Swingline Lenders is required by the terms extent expressly provided for in Section 11.8 of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS.] [Consented to:]4 FISERVAccepted for Recordation in the Register: JPMORGAN CHASE BANK, INC. N.A., as Administrative Agent By: ________________ Name: Title: 4 To be added only if the consent of the Company is required by the terms of the ANNEX 1 Three-Year Credit Agreement. ANNEX I , dated as of June 22, 2021, among International Business Machines Corporation, the Subsidiary Borrowers parties thereto, the Lenders parties thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Syndication Agents and Documentation Agents named therein STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned3 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 3 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Tranche A Term Commitment,” “Tranche B Term Commitment”). 4 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if Consented to and Accepted: JPMorgan Chase Bank, N.A., as Agent and an LC Issuer By: Title: Bank of America, N.A., as an LC Issuer By: Title: [NOTE: PLUG IN ACTUAL NAME OF ENTITY6 By: Title:] 6 Pursuant to § 12.3(b) of the Credit Agreement, the consent of the Issuing Banks and the Swingline Lenders Borrower Representative is required by prior to an assignment becoming effective unless the terms Assignee is a Lender, an Affiliate of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVa Lender or an Approved Fund, INC. By: Title: 4 To be added only if provided that, the consent of the Company Borrower Representative is not required by the terms of the Credit Agreementif a Default has occurred and is continuing. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION1

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans Advances for all Lenders Amount of Commitment/ Loans Commitment/Advances Assigned Percentage Assigned of Commitment/Loans2 Advances3 $ $ % $ $ % $ $ % Effective Assignment Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE ASSIGNMENT DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrower and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal U.S. Federal and state securities laws. The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the Class of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Tranche 1 Commitment”, “Tranche 2 Commitment”, “Tranche 1 Advance”, “Tranche 2 Advance”, etc.). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans Advances of all Lenders thereunder. 3 4 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. as Administrative Agent By: Name: Title: 4 [Consented to:]5 XXXXX’X CORPORATION By: Name: Title: 5 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Agent, Issuing Bank and a Swingline Lender] Lender By: Title: [Consented to:]3 TIMKENSTEEL CORPORATION By: Title: 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT OR FILO AGENT, AS APPLICABLE, AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative [Administrative] [and FILO] Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Term Loan Commitment,” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Revolving Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSConsented to and]4 Accepted: [JPMORGAN CHASE BANK, N.A., as ] [Consented to:]4 FISERVAdministrative Agent, Issuing Bank and Swingline Lender] By Title: [SIXTH STREET SPECIALTY LENDING, INC. By., as ] [FILO Agent] By Title: [Consented to:]5 [NAME OF RELEVANT PARTY] By Title: 4 To be added only if the consent of the Company Administrative Agent, Issuing Bank and/or Swingline Lender, as applicable, is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Borrowers and/or other parties (e.g. Swingline Lender, Issuing Bank) is required by the terms of the Credit Agreement. ANNEX I 1 ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Assignor Assignee Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks Consented to and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVAccepted: JPMORGAN CHASE BANK, INC. ByN.A., as Administrative Agent By Name: Title: 4 To be added only Consented to: JPMORGAN CHASE BANK, N.A., as Swingline Lender By Name: Title: [ROBINHOOD SECURITIES, LLC]3 By Name: Title: 3 Not required for an assignment to a Lender, an Affiliate of a Lender, an Approved Fund or, if any Event of Default under Section 6.01(a) or (f) with respect to the consent of the Company Borrower has occurred and is required by the terms of the Credit Agreementcontinuing, any other assignee. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. 139 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Parent, the Company, the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 [OTHER ISSUING BANKS AND SWINGLINE LENDERS] 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] 140 [Consented to:]4 FISERV, INC. to:]3 PENTAIR FINANCE S.A.R.L By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. 141 ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: 1 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and Agent, an Issuing Bank and a Swingline Lender] Lender By: Title: [__________], as an Issuing Bank By: Title: [Consented to:]3 2 Set forthWINNEBAGO INDUSTRIES, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderINC. 3 By: Title: 1 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Borrower Representative is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment. 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks Assignment and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Assumption [Consented to:]4 FISERVto and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank]5 By Title: Consented to: [XXXXXX RUBBERMAID INC. By: Title: By Title:]6 [[NAME OF ISSUING BANK] as an Issuing Bank By Title:]7 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Total Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. Consented to and Accepted: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent By Title: [Consented to:]3 CENTURYLINK, INC. By Title: [NAME OF ANY OTHER RELEVANT PARTY] By Title: 3 To be added only if the consent of the Borrower and/or other parties (e.g. Swingline Lender, Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Lender) is required by the terms of the Credit Agreement. ANNEX I 1 Amended and Restated Credit Agreement, dated as of April 6, 2012 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among CENTURYLINK, INC., a Louisiana corporation (the “Borrower”), the Lenders party thereto, the Syndication Agent and Co-Documentation Agents named therein and XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]3 MARRIOTT OWNERSHIP RESORTS, INC. By Title: [NAME OF ANY OTHER RELEVANT PARTY] By Title: 3 To be added only if the consent of the Borrower and/or other parties (e.g. Swingline Lender, Issuing Banks and the Swingline Lenders Lender) is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Amended and Restated Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONASSUMPTION Reference is made to that certain Amended and Restated Credit Agreement, dated as of November 30, 2012, among Marriott Vacations Worldwide Corporation (“MVWC”), Marriott Ownership Resorts, Inc. (the “Borrower”), the Lenders party thereto, the Documentation Agents and Syndication Agents named therein and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % Loans1 Revolving Facility $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ], By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK], N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 1 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Name: Title: 4 Consented to and Accepted: JPMORGAN CHASE BANK, N.A., AS THE ADMINISTRATIVE AGENT, SWING LINE LENDER AND ISSUING BANK By: Name: Title: [ ], AS ISSUING BANK, By: Name: Title: [Consented to: PINTEREST, INC., By: Name: Title:]2 2 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX Annex I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONExhibit A PINTEREST, INC. CREDIT AGREEMENT Standard Terms and Conditions for Assignment and Assumption

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower and its affiliates, the other Loan Credit Parties and/or and their Related Parties and/or related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Tranche A Commitment,” “Tranche B Commitment,” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To Consented to and Accepted: 4 JPMORGAN CHASE BANK, N.A., as Administrative Agent, By: Name: Title: [FORTUNE BRANDS HOME & SECURITY, INC.,] By: Name: Title: [ISSUING BANKS] By: Name: Title: [SWINGLINE LENDER] By: Name: Title: 4 Consents to be added only if included to the consent of the Issuing Banks and the Swingline Lenders is extent required by the terms Section 9.04(b)(i) of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS XXXXX 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONFOR

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: [ , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] ]4 The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyParent Borrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if inserted by the consent Administrative Agent and which shall be the effective date of recordation of transfer in the Register therefor. Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]5 [CREDIT RE OPERATING COMPANY, LLC] By Title: 5 Consent of the Company Parent Borrower is not required by the terms (i) for an assignment to a Lender, an affiliate of the a Lender or an Approved Fund (as defined below) or (ii) if an Event of Default under Section 8(a) or (f) has occurred and is continuing. ANNEX 1 Credit Agreement. ANNEX I , dated as of [ ], 2018 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement”), among Credit RE Operating Company, LLC (the “ Parent Borrower”), the Subsidiary Borrowers party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNOR By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Incremental Term Loans”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit AgreementLenders. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Consented to and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Title: [Consented to:]4 FISERVto and]5 [RXXXX TECHNOLOGIES, INC. .] By: Title: [NAME OF ANY OTHER RELEVANT PARTY] By: Title: 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee, unless the Assignee is a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To [Consented to and] Accepted: CITIBANK, N.A., as Administrative Agent By Title: By Title: [Consented to and] Accepted: [NAME OF RELEVANT PARTY], as Borrower, By Title: By Title: [Consented to:]4 [NAME OF RELEVANT PARTY] By Title: 4 In the case of an assignment of a Revolving Credit Commitment and Revolving Credit Loan, each of the Borrowers, the Issuing Bank and the Swingline Lender must also give its prior written consent to such assignment (which consent shall not be added only if unreasonably withheld or delayed); provided, that (A) the consent of the Issuing Banks Borrowers shall not be required to any such assignment (x) made to another Lender or an Affiliate or Related Fund of a Lender, or (y) after the occurrence and during the Swingline Lenders is required continuance of any Event of Default under Section 7.01(b), 7.01(c), 7.01(g) or 7.01(h) and (B) the Borrowers shall be deemed to have consented to any such assignment unless they shall have objected thereto by written notice to the terms of Administrative Agent within ten Business Days after having received written notice thereof from the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit AgreementAdministrative Agent. ANNEX I 1 TO FORM OF ASSIGNMENT STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select Polo C.V., Polo Fin B.V. and Xxxxx Xxxxxx Asia Pacific Limited (together with the Parent Borrower, the “Borrowers”), the Lenders parties thereto, JPMorgan Chase Bank, N.A., as applicable. Administrative Agent, and the other agents parties thereto Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: ______________, 20 201_ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE , [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks Consented to and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVAccepted: JPMORGAN CHASE BANK, INC. By: N.A., as Administrative Agent By Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONConsented to: [XXXXX XXXXXX CORPORATION, as Parent Borrower By Title:]3 [NAME OF ISSUING BANK], as Issuing Bank By Title:

Assigned Interest. 1 Select as applicable. Aggregate Amount of CommitmentMulticurrency Revolving Commitments/Loans for all Lenders Amount of Commitment/ Multicurrency Revolving Commitments/Loans Commitments/Loans Assigned Percentage Assigned of CommitmentMulticurrency Revolving Commitments/Loans2 Loans Commitments/Loans1 $ $ % $ $ % Aggregate Amount of US Dollar Revolving Commitments/Loans for all Lenders Amount of US Dollar Commitments/Loans Commitments/Loans Assigned Percentage Assigned of US Dollar Revolving Commitments/Loans Commitments/Loans2 $ $ % Effective Date: __________ __, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securitiesinformation) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ], By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 1 Set forth, so to at least 9 decimals, as a percentage of the Multicurrency Revolving Commitment/Loans of all Lenders thereunder. 2 Set forth, to at least 9 decimals, as a percentage of the US Dollar Revolving Commitment/Loans of all Lenders thereunder. ASSIGNEE [NAME OF ASSIGNEE], By: Name: Title: Consented to and Accepted: CITIBANK, N.A., AS ADMINISTRATIVE AGENT, By: Name: Title: [Consented to: CF INDUSTRIES, INC., as the Lead Borrower By: Name: Title:]3 3 To be added only if the consent of the Lead Borrower is required by the terms of the Credit Agreement. [Consented to: [ISSUING BANKS], By: Name: Title:]4 [Consented to: [SWINGLINE LENDER], By: Name: Title:]5 4 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. [Consented to and]3 Accepted: JPMORGAN CHASE BANK, N.A., AS Administrative Agent[, Issuing Bank and Swingline Lender] By: Name: Title: [Consented to:]4 [NAME OF RELEVANT PARTY] By: Name: Title: 3 To be added only if the consent of the Administrative Agent, Issuing Banks and the Bank and/or Swingline Lenders Lender, as applicable, is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSBANKS] [Consented to:]4 FISERV, INC. MODINE MANUFACTURING COMPANY By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Agreement (e.g., N.A.“Revolving Commitment”, as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Term Loan Commitment”, etc.). 3 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSBank] By: Title: [Consented to:]4 FISERVEAGLE PHARMACEUTICALS, INC. By: Title: 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Commitment/ Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Commitment/ Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT OR FILO AGENT, AS APPLICABLE, AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative [Administrative] [and FILO] Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Term Loan Commitment,” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Revolving Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSConsented to and]4 Accepted: [JPMORGAN CHASE BANK, N.A., as ] [Consented to:]4 FISERVAdministrative Agent, Issuing Bank and Swingline Lender] By Title: [SIXTH STREET SPECIALTY LENDING, INC. By., as ] [FILO Agent] By Title: [Consented to:]5 [NAME OF RELEVANT PARTY] By Title: 4 To be added only if the consent of the Company Administrative Agent, Issuing Bank and/or Swingline Lender, as applicable, is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Borrowers and/or other parties (e.g. Swingline Lender, Issuing Bank) is required by the terms of the Credit Agreement. ANNEX I 1 ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans Loans/ Obligations for all Lenders Amount of Commitment/ Loans Commitment/Loans/ Obligations Assigned Percentage Assigned of Commitment/Loans2 Loans/ Obligations2 Working Capital Facility Commitment $ $ % $ $ % Acquisition Facility Commitment $ $ % Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., 1 Select as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 applicable. 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks The terms set forth in this Assignment and the Swingline Lenders is required by the terms of the Credit Agreement. Acceptance are hereby agreed to: ASSIGNOR [OTHER ISSUING BANKS AND SWINGLINE LENDERSNAME OF ASSIGNOR] [Consented to:]4 FISERV, INC. By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Name: Title: Consented to: [JPMORGAN CHASE BANK, N.A., as a Working Capital Facility Issuing Lender, and Swing Line Lender By: Name: Title: [ ], as a Working Capital Facility Issuing Lender, By: Name: Title: By: Name: Title:]3 3 Include for Assignments of Working Capital Facility Commitment. [JPMORGAN CHASE BANK, N.A., as an Acquisition Facility Issuing Lender By: Name: Title: [ ], as an Acquisition Facility Issuing Lender, By: Name: Title: By: Name: Title:]4 [Consented to: XXXXXXX OPERATING RESOURCES LLC, as Borrower By: Name: Title:]5 4 To be added only Include for Assignments of Acquisition Facility Commitment. 5 Include if the consent of the Company is required by the terms Section 11.7(c) of the Credit Agreement. ANNEX I 1 Credit Agreement, dated as of October 30, 2013 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement”), among Xxxxxxx Operating Resources LLC(the “Borrower”), the Lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the other agents parties thereto. Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE AGREEMENT

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or Obligors and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: :______________________________ Title: ASSIGNEE [NAME OF ASSIGNEE] By: :______________________________ Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 ________________ 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Tranche A Commitment,” “Tranche B Commitment,” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By_________________________________ Title: Consented to: ALMOST FAMILY, INC., a Delaware corporation By________________________________ Title: [add consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSBank] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate a. Facility Assigned: Revolving Commitments b. Revolving Commitment of Assignor Prior to Assignment: $ c. Amount of Assigned Revolving Commitment/Loans for all Lenders Amount : $ d. Revolving Commitment of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Assignor After Assignment: $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one on or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: EXHIBIT A Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: [Consented to:]3 2 Set forthto: ALLSCRIPTS-MISYS HEALTHCARE SOLUTIONS, so at least 9 decimalsINC., as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. Borrower Representative By: Name: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. EXHIBIT A ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Dollar Tranche Commitment”, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Term Loan Commitment” etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent, Issuing Bank and Swingline Lender By Title: [Consented to:]5 LIFETIME BRANDS, INC. By: By Title: 4 To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Company and/or other parties (e.g. Swingline Lender, Issuing Bank) is required by the terms of the Credit Agreement. ANNEX I 1 [ ]6 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned1 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: ______________, 20 201_ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” or “Term Commitment”). 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. [Consented to and]3 Accepted: [JPMORGAN CHASE BANK, N.A.], as Administrative Agent By Title: [Consented to:]4 [COTY INC.] By Title: [NAME OF ANY OTHER RELEVANT PARTY]5 By Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: By Title: ASSIGNEE [NAME OF ASSIGNEE] By: By Title: Consented to and Accepted: JPMORGAN CHASE BANKCREDIT SUISSE AG, N.A.CAYMAN ISLANDS BRANCH, as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: By Title: [Consented to:]3 By Title: 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Agreement (e.g., “Initial Term Commitment”, “Incremental Term Commitment”, etc.). 3 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV[UGI ENERGY SERVICES, INC. By: LLC] By Title: 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned1 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 201__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. 1 Fill in appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Revolving Commitment”, “Incremental Term Loan Commitment”). 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: [Consented to and and] 3 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: By Title: [Consented to:]3 2 Set forthto:]4 MSC INDUSTRIAL DIRECT CO., so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderINC. By Title: [NAME OF RELEVANT PARTY] By Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Assignors Assignee Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Loans CUSIP Number Term A Loans / Revolving Credit Loans and Commitments $ $ % Term A Loans / Revolving Credit Loans and Commitments $ $ % Term A Loans / Revolving Credit Loans and Commitments $ $ % Effective Date: [●], 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 2021 The Assignee agrees to deliver to the Administrative Pro Rata Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Companyeach Borrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Master Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, as the Term Loan A Agent and Revolver Administrative Agent pursuant to Section 2.21 of the Credit Agreement By: Name: Title: By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH By: Name: Title: By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANKCOÖPERATIEVE RABOBANK U.A., N.A.NEW YORK BRANCH, as Term Loan A Agent and Revolver Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: [By: Name: Title: Consented to:]3 2 Set forthto: Borrowers HLF FINANCING SaRL, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLLC By: Name: Title: HERBALIFE NUTRITION LTD. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVBy: Name: Title: HERBALIFE INTERNATIONAL LUXEMBOURG S.À X.X. By: Name: Title: HERBALIFE INTERNATIONAL, INC. By: Name: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 ANNEX 1 TO MASTER ASSIGNMENT CREDIT AGREEMENT DATED AS OF AUGUST 16, 2018 (AS AMENDED BY THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF DECEMBER 12, 2019, AS FURTHER AMENDED BY THE SECOND AMENDMENT TO CREDIT AGREEMENT, DATED AS OF MARCH 19, 2020, AS FURTHER AMENDED BY THE THIRD AMENDMENT TO CREDIT AGREEMENT, DATED AS OF FEBRUARY 10, 2021, AS FURTHER AMENDED BY THE FOURTH AMENDMENT TO CREDIT AGREEMENT, DATED AS OF JULY 30, 2021, AND AS FURTHER AMENDED, RESTATED, AMENDED AND RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME) AMONG HLF FINANCING SaRL, LLC, HERBALIFE NUTRITION LTD., HERBALIFE INTERNATIONAL LUXEMBOURG S.À X.X., HERBALIFE INTERNATIONAL, INC., THE SEVERAL BANKS AND OTHER FINANCIAL INSTITUTIONS OR ENTITIES FROM TIME TO TIME PARTIES THERETO AS LENDERS, JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT FOR THE TERM LOAN B LENDERS AND COLLATERAL AGENT, AND COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, AS ADMINISTRATIVE AGENT FOR THE TERM LOAN A LENDERS, AN ISSUING BANK AND AS ADMINISTRATIVE AGENT FOR THE REVOLVING CREDIT LENDERS STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONMASTER ASSIGNMENT

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % 1 Select as applicable. 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders. Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Name: Title: Consented to: [and MARRIOTT OWNERSHIP RESORTS, INC. By Name: Title:]3 JPMORGAN CHASE BANK, N.A., as an Issuing Bank and a Swingline Lender] ByLender By Name: Title: BANK OF AMERICA, N.A., as an Issuing Lender By Name: Title: SUNTRUST BANK, as an Issuing Lender By Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals[NAME OF ANY OTHER ISSUING LENDER], as a percentage of the Commitment/Loans of all Lenders thereunder. an Issuing Lender By Name: Title:] 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Borrower is required by the terms of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONASSUMPTION Reference is made to that certain Credit Agreement, dated as of [●], 2017, among Marriott Vacations Worldwide Corporation (“MVWC”), Marriott Ownership Resorts, Inc. (the “Borrower”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Credit Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s 's compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: EXHIBIT E, Form of Assignment and Assumption ‑ Page 2 ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: EXHIBIT E, Form of Assignment and Assumption ‑ Page 3 Consented to and Accepted: JPMORGAN CHASE BANK, N.A., N.A. as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, to: BLOCK FINANCIAL LLC as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. Borrower By: Name: Title: EXHIBIT E, Form of Assignment and Assumption ‑ Page 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 [to Assignment and Assumption] STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material Material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal federal, provincial, territorial and state securities laws. 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. EXHIBIT A The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an By Title: Consented to: JPMORGAN CHASE BANK, N.A., LONDON BRANCH, as UK Issuing Bank and a Swingline Lender] ByBy Title: JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Canadian Issuing Bank By Title: JPMORGAN CHASE BANK, N.A., as U.S. Issuing Bank By Title: [Consented to:]3 2 Set forth, so at least 9 decimalsto: [COTT CORPORATION/COTT BEVERAGES INC.], as a percentage of the Commitment/Loans of all Lenders thereunder. Borrower Representative By Title:]3 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms If necessary according to Section 9.04(b)(ii) of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS XXXXX 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrowers and their Related Parties and/or affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Revolving Credit Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added Consented To: INTERNATIONAL BUSINESS MACHINES CORPORATION By: Name: Title: IBM CREDIT LLC By: Name: Title: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Name: Title: [Consents required only if to the consent of the Issuing Banks and the Swingline Lenders is required by the terms extent expressly provided for in Section 11.8 of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS.] [Consented to:]4 FISERVAccepted for Recordation in the Register: JPMORGAN CHASE BANK, INC. N.A., as Administrative Agent By: Name: Title: 4 To be added only if the consent of the Company is required by the terms of the ANNEX 1 364-Day Credit Agreement. ANNEX I , dated as of July 2, 2020, among International Business Machines Corporation and its Subsidiary IBM Credit LLC, the Lenders parties thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Syndication Agents and the Documentation Agents named therein STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment,” “Term Commitment”, etc.) 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto and]4 Accepted: [NAME OF ADMINISTRATIVE AGENT], INC. as Administrative Agent[, Issuing Bank and Swingline Lender] By: Name: Title: [Consented to:]5 [NAME OF RELEVANT PARTY] By: Name: Title: 4 To be added only if the consent of the Company Administrative Agent, Issuing Bank and/or Swingline Lender, as applicable, is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Borrower and/or other parties (e.g. Swingline Lender, Issuing Bank) is required by the terms of the Credit Agreement. ANNEX I 1 to ASSIGNMENT AND ASSUMPTION Credit Agreement dated as of September 18, 2019 among F45 Training Holdings Inc., a Delaware corporation, the other Loan Parties, JPMorgan Chase Bank, N.A., as Administrative Agent for the Lenders, and each lender from time to time party thereto STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Exhibit A Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal federal, provincial, territorial and state securities laws. 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an By Title: Consented to: JPMORGAN CHASE BANK, N.A., LONDON BRANCH, as UK Issuing Bank and a Swingline Lender] ByBy Title: JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Canadian Issuing Bank By Title: JPMORGAN CHASE BANK, N.A., as U.S. Issuing Bank By Title: [Consented to:]3 2 Set forth, so at least 9 decimalsto: [COTT CORPORATION CORPORATION COTT], as a percentage of the Commitment/Loans of all Lenders thereunder. Borrower Representative By Title:] 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms 3 If necessary according to Section 9.04(b)(A) of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal federal, provincial, territorial and state securities laws. 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Exhibit A Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an By Title: Consented to: JPMORGAN CHASE BANK, N.A., LONDON BRANCH, as UK Issuing Bank and a Swingline Lender] ByBy Title: JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Canadian Issuing Bank By Title: JPMORGAN CHASE BANK, N.A., as U.S. Issuing Bank By Title: [Consented to:]3 2 Set forth, so at least 9 decimalsto: [COTT CORPORATION CORPORATION COTT], as a percentage of the Commitment/Loans of all Lenders thereunder. Borrower Representative By Title:] 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms 3 If necessary according to Section 9.04(b)(A) of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Exhibit A ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans Loans/ Obligations for all Lenders Amount of Commitment/ Loans Commitment/Loans/ Obligations Assigned Percentage Assigned of Commitment/Loans2 Loans/ Obligations2 Dollar Working Capital Facility Commitment $ $ % Multicurrency Working Capital Facility Commitment $ $ % Acquisition Facility Commitment $ $ % Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] 1 Select as applicable. 2 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrowers, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal federal, state, provincial and state territorial securities laws. The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Name: Title: Consented to: [and an JPMORGAN CHASE BANK, N.A., as a Dollar Working Capital Facility Issuing Bank Lender, and a Swingline Dollar Swing Line Lender By: Name: Title: [ ], as [a Dollar Working Capital Facility Issuing Lender] [a Dollar Swing Line Lender], By: Name: Title: By: Name: Title:]3 3 Include for Assignments of [Dollar Working Capital Facility Commitment] [Dollar Swing Line Facility Commitment]. [JPMORGAN CHASE BANK, N.A., as a Multicurrency Working Capital Facility Issuing Lender, and a Multicurrency Swing Line Lender] By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals[ ], as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the [Multicurrency Working Capital Facility Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSLender] [Consented to:]4 FISERVa Multicurrency Swing Line Lender], INC. By: Name: Title: By: Name: Title:]4 4 To be added only Include for Assignments of Multicurrency Working Capital Facility Commitment. [JPMORGAN CHASE BANK, N.A., as an Acquisition Facility Issuing Lender By: Name: Title: [ ], as an Acquisition Facility Issuing Lender, By: Name: Title: By: Name: Title:]5 [Consented to: XXXXXXX OPERATING RESOURCES LLC, as Borrower By: Name: Title:]6 5 Include for Assignments of Acquisition Facility Commitment. 6 Include if the consent of the Company is required by the terms Section 11.7(c) of the Credit Agreement. ANNEX I 1 Amended and Restated Credit Agreement, dated as of December 9, 2014 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement”), among Xxxxxxx Operating Resources LLC (the “U.S. Borrower”), Kildair Service Ltd. (“Kildair”), Xxxxxxx Resources ULC (“AcquireCo” and, together with Kildair, the “Initial Canadian Borrowers”), the Lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the other agents parties thereto. Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE AGREEMENT

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Commitment/ Loans3 $ $ % $ $ % $ $ % 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., “Revolving Credit Commitment,” “Term Loan Commitment,” etc.) 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans Dian Lenders thereunder. Assignment and Assumption 2 Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or Borrowers and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: [Consented to and and]4 Accepted: JPMORGAN CHASE BANK, N.A.[NAME OF ADMINISTRATIVE AGENT], as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. to:]5 [OTHER ISSUING BANKS AND SWINGLINE LENDERSNAME OF RELEVANT PARTY] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. 5 To be added only if the consent of the Borrower Representative is required by the terms of the Credit Agreement. Assignment and Assumption 3 ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their respective Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Consented to and Accepted: GXXXXXX SXXXX BANK USA, as Administrative Agent By: Title: [Consented to:]3 REGENERON PHARMACEUTICALS, INC. By: Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Borrower is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if Agreement and/or the consent of the Company is required by the terms of the Credit AgreementSyndication and Fee Letter. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: [ , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] ]4 The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if inserted by the consent Administrative Agent and which shall be the effective date of recordation of transfer in the Register therefor. Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]5 [COLONY CAPITAL OPERATING COMPANY, LLC] By Title: 5 Consent of the Company Borrower is not required by the terms (i) for an assignment to a Lender, an affiliate of the a Lender or an Approved Fund (as defined below) or (ii) if an Event of Default under Section 8(a) or (f) has occurred and is continuing. ANNEX 1 Amended and Restated Credit Agreement. ANNEX I , dated as of March 31, 2016 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement”), among Colony Capital Operating Company, LLC (the “Borrower”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans Loans/ Obligations for all Lenders Amount of Commitment/ Loans Commitment/Loans/ Obligations Assigned Percentage Assigned of Commitment/Loans2 Loans/ Obligations2 Working Capital Facility Commitment $ $ % Swing Line $ $ % Acquisition Facility Commitment $ $ % Effective Date: , 20 201 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., 1 Select as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 applicable. 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks The terms set forth in this Assignment and the Swingline Lenders is required by the terms of the Credit Agreement. Acceptance are hereby agreed to: ASSIGNOR [OTHER ISSUING BANKS AND SWINGLINE LENDERSNAME OF ASSIGNOR] [Consented to:]4 FISERV, INC. By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Name: Title: Consented to: [JPMORGAN CHASE BANK, N.A., as a Working Capital Facility Issuing Lender, and Swing Line Lender By: Name: Title: [ ], as a Working Capital Facility Issuing Lender, By: Name: Title: By: Name: Title:]3 3 Include for Assignments of Working Capital Facility Commitment. [JPMORGAN CHASE BANK, N.A., as an Acquisition Facility Issuing Lender By: Name: Title: [ ], as an Acquisition Facility Issuing Lender, By: Name: Title: By: Name: Title:]4 [Consented to: XXXXXXX OPERATING RESOURCES LLC, as Borrower By: Name: Title:]5 4 To be added only Include for Assignments of Acquisition Facility Commitment. 5 Include if the consent of the Company is required by the terms Section 11.7(c) of the Credit Agreement. ANNEX I 1 Credit Agreement, dated as of October [ ], 2013 (as amended, supplemented or otherwise modified from time to time (the “Credit Agreement”), among Xxxxxxx Operating Resources LLC (the “Borrower”), the Lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the other agents parties thereto. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE AGREEMENT

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A.“Commitment”, as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Incremental Term Loan”, etc.). 3 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 [Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By: Title:]1 [Consented to: [NAME OF RELEVANT PARTY] By: Title:]2 1 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Assigned2 Percentage Assigned of Commitment/Loans2 $ $ Loans [$] [$] % $ $ [$] [$] % $ $ [$] [$] % Effective Date: , 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee Assignee, if it is not a Lender, agrees to deliver to the Administrative Agent (i) a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securitiesMNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws, and (ii) all documentation and other information reasonably determined by the Administrative Agent to be required by applicable regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the USA Patriot Act. By its acceptance of this Assignment and Assumption and in consideration of the benefits being provided under the Dart Security Agreement, the Dart IP Security Agreement and the Intercreditor Agreement, the Assignee hereby expressly agrees to be bound by the terms of the Intercreditor Agreement. The foregoing agreement shall inure to the benefit of all “Secured Parties” as defined in the Intercreditor Agreement. 2 Except in the case of an assignment to a Lender or an Affiliate of a Lender or an Approved Fund or a Specified Permitted Assignee or an assignment of the entire remaining amount of the assigning Lender’s Loans, not to be less than $1,000,000 unless each of the Borrower and the Administrative Agent otherwise consent. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Set forth, so at least 9 decimalsto and]3 Accepted: ALTER DOMUS (US) LLC, as a percentage of the Commitment/Loans of all Lenders thereunder. Administrative Agent By: Name: Title: [Consented to:]4 [__________________________________] By: Name: Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyAdministrative Borrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 _________________________ 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. Exhibit A - Assignment and Assumption NYDOCS/1287812.1 Consented to and Accepted: JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent By Title: [Consented to:]3 [NAME OF RELEVANT PARTY] By Title: _________________________ 3 To be added only if the consent of the Administrative Borrower and/or other parties (e.g. Issuing Banks and the Swingline Lenders Bank) is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Exhibit A - Assignment and Assumption NYDOCS/1287812.1 ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ Loans3 Tranche A Commitment [$] [$] % $ $ Tranche B Commitment [$] [$] % $ $ Revolving Commitment [$] [$] % Effective Date: __________ ____, 20 20____ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee (in the case of an Assignee that is not a Lender) agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. 1 Select as applicable. 2 Revolving Credit (includes participations in Letters of Credit) / Competitive Loans 3 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and and]4 Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an as Issuing Bank and a Swingline Lender] Lender By: Name: Title: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Issuing Lender By: Name: Title: PNC BANK, NATIONAL ASSOCIATION, as Issuing Lender By: Name: Title: ROYAL BANK OF CANADA, as Issuing Lender By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. to]5 Accepted: KIMCO REALTY CORPORATION By: Name: Title: 4 To be added only if the consent of the Company Administrative Agent is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: [ , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] ]4 The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if inserted by the consent Administrative Agent and which shall be the effective date of recordation of transfer in the Register therefor. Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: [Consented to:]5 [COLONY CAPITAL OPERATING COMPANY, LLC] By Title: 5 Consent of the Company Borrower is not required by the terms (i) for an assignment to a Lender, an affiliate of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONa Lender or an Approved Fund (as defined below) or (ii) if an Event of Default under Section 8(a) or (f) has occurred and is continuing.

Assigned Interest. 1 Select as applicable. Assignor Assignee Facility Assigned4 Aggregate Amount of Commitment/Commitment / Loans for all Lenders Amount of Commitment/ Commitment / Loans Assigned Assigned3 Percentage Assigned of Commitment/Loans2 Loans5 CUSIP Number $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT IN ACCORDANCE WITH THE CREDIT AGREEMENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] ByName: Title: Consented to 4 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment and Accepted: JPMORGAN CHASE BANKAssumption (e.g. “Revolving Commitment”, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 “Initial Term B Commitment” etc.) 5 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: [Consented to and]6 Accepted: CITIBANK, N.A., as Administrative Agent By: Name: Title: [Consented to: REVLON CONSUMER PRODUCTS CORPORATION, as Borrower By: Name: Title:]7 [Consented to: [●], as Issuing Lender By: Name: Title:]8 6 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Facility Assigned2 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans3 $ $ % $ $ % $ $ % Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] ASSIGNOR By: Title: ASSIGNEE [NAME OF ASSIGNEE] ASSIGNEE By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Revolving Commitment”). 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders. 3 To be added only if the consent of the Issuing Banks Consented to and the Swingline Lenders is required by the terms of the Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent By Title: Consented to: ALLSCRIPTS HEALTHCARE SOLUTIONS, INC., As Borrower By Title: ALLSCRIPTS HEALTHCARE, LLC, As Co-Borrower By Title: ANNEX 1 Credit Agreement, dated as of June 28, 2013 (as amended, supplemented or otherwise modified from time to time) among Allscripts Healthcare Solutions, Inc. (the “Borrower”), Allscripts Healthcare, LLC (the “Co-Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), the Syndication Agent named therein, the Documentation Agents named therein and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”). [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned1 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g., N.A.“Commitment”, as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 “Incremental Term Loan”, etc.). 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 [Consented to and Accepted: MIZUHO BANK, LTD., as Administrative Agent By: Name: Title: [ ], as an Issuing Bank By: Name: Title:]5 [Consented to: [NAME OF RELEVANT PARTY] By: Name: Title:]6 5 To be added only if the consent of the Administrative Agent and the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 CUSIP Number $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their its respective Related Parties and/or their or its respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANKBANK OF AMERICA, N.A., as Administrative Agent [and Agent, an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 Lender 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the By: Title: [Insert other Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERSBanks] [Consented to:]4 FISERVto:]3 ILLUMINA, INC. By: Title: 4 3 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans4 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. 4 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: [JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title:]5 Consented to: GENERAL MOTORS COMPANY By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the 5 Prior written consent of the Company and the Administrative Agent, is required by unless, (x) in the terms case of the Administrative Agent, the Assignee is a Lender or affiliate thereof, and (y) in the case of the Company only, (i) an Event of Default under Section 8(a) or (e) of the Credit AgreementAgreement has occurred and is continuing or (ii) the Assignee is a Lender to which any two or more of the following ratings have been issued by the relevant rating agency: (a) in the case of S&P, at least BBB; (b) in the case of Xxxxx’x, at least Baa2; and (c) in the case of Fitch, at least BBB. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Principal Amount of Commitment/ Loans Assigned (and identifying information as to individual Competitive Loans) Percentage Assigned of CommitmentFacility/Loans2 Commitment (set forth, to at least 9 decimals, as a percentage of the Facility and the aggregate Commitments of all Lenders thereunder) Commitment Assigned: $ $ % Revolving Loans: $ $ % Competitive Loans: $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The If the Assignee is not already a Lender under the Credit Agreement, the Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Borrower and its Related Parties and/or their respective securitiesParties) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The [Assignee/Assignor] shall pay the fee payable to the Administrative Agent pursuant to Section 9.04(b) of the Credit Agreement. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: Consented to and Accepted: THE XXXXXX-XXXX COMPANIES, INC. By: Name: Title: JPMORGAN CHASE BANK, N.A., as JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] Lender By: By: Name: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS XXXXX 0 XXXXXXXX XXXXX AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Revolving Loans for all Lenders Amount of Commitment/ Commitment/Revolving Loans Assigned Percentage Assigned of Commitment/Loans2 Revolving Loans3 $ $ % $ $ % $ $ % Effective Date: _____________ ____, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee Assignee, if not already a Lender, agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or their Related Parties and/or their respective securitiesMNPI) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 to and]4 Accepted: 3 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Revolving Loans of all Lenders thereunder. 3 4 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVJPMORGAN CHASE BANK, INC. N.A., as Administrative Agent By: Name: Title: 4 [Consented to:]5 [ISSUING BANK] By: Name: Title: [Consented to:]6 JPMORGAN CHASE BANK, N.A., as Swingline Lender By: Name: Title: [Consented to:]7 MARATHON PETROLEUM CORPORATION By: Name: Title: 5 To be added only if the consent of the Company an Issuing Bank is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONAgreement (in which case, create a separate signature block for each Issuing Bank).

Assigned Interest. 1 Select as applicable.   Facility Assigned1 Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2  $ $ %  $ $ %  $ $ %  Effective Date: ______________, 20 20__ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]  The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire administrative questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or Affiliates or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws.  The terms set forth in this Assignment and Assumption are hereby agreed to:    ASSIGNOR [   NAME OF ASSIGNOR] ASSIGNOR    By:  Name:  Title:    ASSIGNEE [   NAME OF ASSIGNEE] ASSIGNEE    By:  Name:  Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3  _________________________ 1 Fill in the appropriate terminology for the types of facilities under the Credit Agreement that are being assigned under this Assignment (e.g. “Commitment”). 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunderLenders.     [Consented to and] 3 Accepted:   JPMORGAN CHASE BANK, N.A., as  Administrative Agent    By:  Name:  Title:    [Consented to:]   WORLD WRESTLING ENTERTAINMENT, INC.    By:  Name:  Title:    [NAME OF ANY OTHER RELEVANT PARTY]   WORLD WRESTLING ENTERTAINMENT, INC.    By:  Name:  Title:               _________________________ 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title:  4 To be added only if the consent of the Company Borrower and/or other parties (e.g. Issuing Lender) is required by the terms of the Credit Agreement.  ANNEX I 1  Reference is made to that certain Amended and Restated Credit Agreement, dated as of May 24, 2019, among WORLD WRESTLING ENTERTAINMENT, INC., as Borrower, the Subsidiary Guarantors from time to time parties thereto, the Lenders from time to time parties thereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, and the other agents parties thereto. STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONASSUMPTION 

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Exhibit A Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent and Co-Lead Arranger By Title: Consented to: [and an Issuing Bank and a Swingline LenderREQUIRED LENDERS] By: By Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERVto:] EXLSERVICE HOLDINGS, INC. By: By Title: 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. Exhibit A ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 [Describe Facility] $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts Credit Contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or and their Related Parties and/or related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A.NATIONAL ASSOCIATION, as Administrative Agent [and as an Issuing Bank and a Swingline Lender] Bank]3 By: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] Consented to:]4 [ ], as an Issuing Bank By: Title: [Consented to:]4 FISERV, to:]5 YRC WORLDWIDE INC. By: Title: 4 To be added only if the consent of the Company Issuing Banks is required by the terms of the Credit Agreement. ANNEX I STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION.

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans Advances for all Lenders Banks Amount of Commitment/ Loans Assigned Percentage Assigned of Commitment/Loans2 Advances Assigned Percentage of Commitment/Advances Assigned2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the CompanyBorrower, the other Loan Parties and/or Guarantor and their Related Parties and/or affiliates and their related parties or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption Acceptance are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Title: [Consented to:]3 2 Set forth, so to at least 9 decimals, as a percentage of the Commitment/Loans Advances of all Lenders Banks thereunder. [Consented to and Accepted:]3 X.X. XXXXXX EUROPE LIMITED, as Administrative Agent By Title: [Consented to:]4 XXXXXX HEALTHCARE SA, as Borrower By Title: XXXXXX WORLD TRADE SPRL, as Borrower By Title: 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is If required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 To be added only if the consent of the Company is If required by the terms of the Credit AgreementAgreement and so long as no Event of Default has occurred and is continuing. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTIONACCEPTANCE

Assigned Interest. 1 Select as applicable. Facility Assigned Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 Loans $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20 20___ [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Credit Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s 's compliance procedures and applicable laws, including federal Federal and state securities laws. The terms set forth in this Assignment and Assumption are hereby agreed to: EXHIBIT E, Form of Assignment and Assumption ‑ Page 2 ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Name: Title: EXHIBIT E, Form of Assignment and Assumption ‑ Page 3 Consented to and Accepted: JPMORGAN CHASE BANK, N.A., N.A. as Administrative Agent [and an Issuing Bank and a Swingline Lender] By: Name: Title: [Consented to:]3 2 Set forth, so at least 9 decimals, to: BLOCK FINANCIAL LLC as a percentage of the Commitment/Loans of all Lenders thereunder. 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. Borrower By: Name: Title: EXHIBIT E, Form of Assignment and Assumption ‑ Page 4 To be added only if the consent of the Company is required by the terms of the Credit Agreement. ANNEX I 1 [to Assignment and Assumption] STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

Assigned Interest. 1 Select as applicable. Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/ Commitment/Loans Assigned Percentage Assigned of Commitment/Loans2 $ $ % $ $ % $ $ % Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.] The Assignee (in the case of an Assignee that is not a Lender) agrees to deliver to the Administrative Agent a completed Administrative Questionnaire in which the Assignee designates one or more credit contacts to whom all syndicate-level information (which may contain material non-public information about the Company, the other Loan Parties and/or and their Related Parties and/or or their respective securities) will be made available and who may receive such information in accordance with the Assignee’s compliance procedures and applicable laws, including federal Federal and state securities laws. ______________________ Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder. The terms set forth in this Assignment and Assumption are hereby agreed to: ASSIGNOR [NAME OF ASSIGNOR] By: Name: Title: ASSIGNEE [NAME OF ASSIGNEE] By: Title: Consented to and Accepted: JPMORGAN CHASE BANK, N.A., as Administrative Agent [and an Issuing Bank and a Swingline Lender] ByName: Title: [Consented to:]3 2 Set forth, so at least 9 decimalsto one]3 Accepted: THE BANK OF NOVA SCOTIA, as a percentage of the Commitment/Loans of all Lenders thereunder. Administrative Agent By: Name: Title: [Consented to:]4 KIMCO REALTY CORPORATION By: Name: Title: ______________________ 3 To be added only if the consent of the Issuing Banks and the Swingline Lenders Administrative Agent is required by the terms of the Credit Agreement. [OTHER ISSUING BANKS AND SWINGLINE LENDERS] [Consented to:]4 FISERV, INC. By: Title: 4 ______________________ To be added only if the consent of the Company Kimco is required by the terms of the Credit Agreement. ANNEX I 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION