Common use of Pursuant to Amendment No Clause in Contracts

Pursuant to Amendment No. 1 to the Original Credit Agreement, dated as of May 19, 2006, among other things, Holdings was permitted to replace CRC Intermediate Holdings, Inc. as Holdings under the Original Credit Agreement. Immediately prior to the Restatement Effective Date, the Original Term Lenders under the Original Credit Agreement held Original Term Loans under the Original Credit Agreement in the aggregate principal amount of $243,775,000. Simultaneously with the consummation of the merger of Madrid Merger Corporation, a California corporation, with and into Aspen Education Group, Inc., a California corporation (“Aspen”), with Aspen as the surviving corporation (such transactions, the “Aspen Acquisition”), the New Term Lenders extended credit to the Borrower in the form of New Term Loans, having substantially identical terms and conditions as the Original Term Loans, in an initial aggregate principal amount of $175,500,000. The proceeds of the New Term Loans made on the Restatement Effective Date, together with the proceeds of (i) the Holdings Loans and (ii) the Aspen Equity Contributions, were used, in part, to finance the repayment of then outstanding Revolving Credit Loans and certain existing Indebtedness of Aspen and its Subsidiaries, pay the Aspen Acquisition Consideration and the Aspen Transaction Expenses. On the Second Restatement Effective Date, the parties to the Original Credit Agreement as in effect immediately prior thereto agreed to amend and restate such Original Credit Agreement, and certain Existing Term Loans were reclassified into Term B-2 Loans in an aggregate principal amount of $309,052,743.94, and certain Existing Revolving Credit Commitments were reclassified into Extended Maturity Revolving Credit Commitments in an aggregate amount of $63,000,000. On the Third Restatement Effective Date, the Term B-3 Lenders provided to the Borrower in the form of Term B-3 Loans pursuant to Section 2.15 of the Original Credit Agreement, Refinancing Term Loans in an aggregate principal amount of $87,600,000 (the “Term Loan Refinancing”), the proceeds of which were used to finance the repayment in full of all of the then outstanding Term B-1 Loans and all other Obligations in respect thereof on the Third Restatement Effective Date. After giving effect to the Term Loan Refinancing on the Third Restatement Effective Date, the parties hereto have agreed to amend and restate the Original Credit Agreement in its entirety as provided in this Agreement on and as of the Third Restatement Effective Date. The proceeds of Revolving Credit Loans made on or after the Third Restatement Effective Date will be used for working capital and other general corporate purposes of the Borrower and its Subsidiaries, including the financing of Permitted Acquisitions. Swing Line Loans and Letters of Credit will be used for general corporate purposes of the Borrower and its Subsidiaries.

Pursuant to Amendment No. 1 to the Original Credit Agreement, dated as of May 19, 2006, among other things, Holdings was permitted to replace CRC Intermediate Holdings, Inc. as Holdings under the Original Credit Agreement. Immediately prior to the Restatement Effective Date, the Original Term Lenders under the Original Credit Agreement held Original Term Loans under the Original Credit Agreement in the aggregate principal amount of $243,775,000. Simultaneously with the consummation of the merger of Madrid Merger Corporation, a California corporation, with and into Aspen Education Group, Inc., a California corporation (“Aspen”), with Aspen as the surviving corporation (such transactions, the “Aspen Acquisition”), the New Term Lenders extended credit to the Borrower in the form of New Term Loans, having substantially identical terms and conditions as the Original Term Loans, in an initial aggregate principal amount of $175,500,000. The proceeds of the New Term Loans made on the Restatement Effective Date, together with the proceeds of (i) the Holdings Loans and (ii) the Aspen Equity Contributions, were used, in part, to finance the repayment of then outstanding Revolving Credit Loans and certain existing Indebtedness of Aspen and its Subsidiaries, pay the Aspen Acquisition Consideration and the Aspen Transaction Expenses. On the Second Restatement Effective Date, the parties to the Original Credit Agreement as in effect immediately prior thereto agreed to amend and restate such Original Credit Agreement, and certain Existing Term Loans were reclassified into Term B-2 Loans in an aggregate principal amount of $309,052,743.94, and certain Existing Revolving Credit Commitments were reclassified into Extended Maturity Revolving Credit Commitments in an aggregate amount of $63,000,000. On the Third Restatement Effective Date, the Term B-3 Lenders provided to the Borrower in the form of Term B-3 Loans pursuant to Section 2.15 of the Original Credit Agreement, Refinancing Term Loans in an aggregate principal amount of $87,600,000 (the “Term Loan Refinancing”), the proceeds of which were used to finance the repayment in full of all of the then outstanding Term B-1 Loans and all other Obligations in respect thereof on the Third Restatement Effective Date. After giving , and the parties to the Refinancing Amendment executed in connection therewith agreed to amend and restate the Original Credit Agreement to give effect to the Term Loan Refinancing on the Third Restatement Effective Date. On the Fourth Restatement Effective Date, the Term B-4 Lenders provided to the Borrower, in the form of Term B-4 Loans, pursuant to Section 2.14 of the Original Credit Agreement and the conditions in the Incremental Amendment, Incremental Term Loans in an aggregate principal amount of $50,000,000 (the “Incremental Term Borrowing”), the proceeds of which, together with other funds available to the Borrower, were used to pay the consideration for the acquisition (the “Habit Acquisition”) of all the outstanding equity interests of Habit Holdings, Inc. (“Habit”), to refinance existing indebtedness of Habit and its subsidiaries (including accrued and unpaid interest and applicable premiums) and to pay fees and expenses related to the foregoing. After giving effect to the Incremental Term Borrowing on the Fourth Restatement Effective Date, the parties hereto have to the Incremental Amendment executed in connection therewith agreed to amend and restate the Original Credit Agreement in its entirety as provided in this Agreement to give effect to the Incremental Term Borrowing on and as of the Third Fourth Restatement Effective Date. The proceeds of Revolving Credit Loans made on or after the Third Fourth Restatement Effective Date will be used for working capital and other general corporate purposes of the Borrower and its Subsidiaries, including the financing of Permitted Acquisitions. Swing Line Loans and Letters of Credit will be used for general corporate purposes of the Borrower and its Subsidiaries.

Pursuant to Amendment No. 1 (“Amendment No. 1”) to the Original Credit Agreement, dated as of May 19, 2006, among other things, Holdings was permitted to replace CRC Intermediate Holdings, Inc. as Holdings under the Original Credit Agreement. Immediately prior to the Restatement Effective Date, the Original Term Lenders under the Original Credit Agreement held Original Term Loans under the Original Credit Agreement in the aggregate principal amount of $243,775,000. Simultaneously The Borrower has requested that simultaneously with the consummation of the merger of Madrid Merger Corporation, a California corporation, corporation with and into Aspen Education Group, Inc., a California corporation (“Aspen”), with Aspen as the surviving corporation (such transactions, the “Aspen Acquisition”), the New Term Lenders extended extend credit to the Borrower in the form of New Term LoansLoans in an initial aggregate principal amount of $175,500,000, having which New Term Loans shall have substantially identical terms and conditions as the Original Term Loans, in an initial aggregate principal amount of $175,500,000. The proceeds of the New Term Loans made on the Restatement Effective Date, together with the proceeds of (i) the Holdings Loans and (ii) the Aspen Equity Contributions, were used, in part, will be used to finance the repayment of then outstanding Revolving Credit Loans and certain existing Indebtedness of Aspen and its Subsidiaries, pay the Aspen Acquisition Consideration and the Aspen Transaction Expenses. On the Second Restatement Effective Date, the parties to the Original Credit Agreement as in effect immediately prior thereto agreed to amend and restate such Original Credit Agreement, and certain Existing Term Loans were reclassified into Term B-2 Loans in an aggregate principal amount of $309,052,743.94, and certain Existing Revolving Credit Commitments were reclassified into Extended Maturity Revolving Credit Commitments in an aggregate amount of $63,000,000. On the Third Restatement Effective Date, the Term B-3 Lenders provided to the Borrower in the form of Term B-3 Loans pursuant to Section 2.15 of the Original Credit Agreement, Refinancing Term Loans in an aggregate principal amount of $87,600,000 (the “Term Loan Refinancing”), the proceeds of which were used to finance the repayment in full of all of the then outstanding Term B-1 Loans and all other Obligations in respect thereof on the Third Restatement Effective Date. After giving effect to the Term Loan Refinancing on the Third Restatement Effective Date, the parties hereto have agreed to amend and restate the Original Credit Agreement in its entirety as provided in this Agreement on and as of the Third Restatement Effective Date. The proceeds of Revolving Credit Loans made on or after the Third Restatement Effective Date will be used for working capital and other general corporate purposes of the Borrower and its Subsidiaries, including the financing of Permitted Acquisitions. Swing Line Loans and Letters of Credit will be used for general corporate purposes of the Borrower and its Subsidiaries.