Common use of Accession Clause in Contracts

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm that their address details for notices pursuant to the Intercreditor Agreement are as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [s] and New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ ] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative Administrative Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Representative Lien Obligations Administrative Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicableLien Obligations Administrative Agent. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent.] SECTION 2.03 The New Representative[sAdministrative Agent[s] and the New Collateral Agent confirm that their address details for notices pursuant to the Intercreditor Agreement are as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sAdministrative Agent[s] and New Collateral Agent) confirms the acceptance of the New Representative[sAdministrative Agent[s] and the New Collateral Agent as an Other First-Priority Representative Lien Obligations Administrative Agent and an Other First-Priority Lien Obligations Collateral Agent, respectively, for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] [is][/areis[/are] acting in the capacities of Other First-Priority Representative[sLien Obligations Administrative Agent[s] and [ ] is acting in its capacity as Other First-Priority Lien Obligations Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/EachEach]/[The] New Representative Administrative Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Representative Lien Obligations Administrative Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicableLien Obligations Administrative Agent. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent.] SECTION 2.03 The New Representative[sAdministrative Agent[s] and the New Collateral Agent confirm that their address details for notices pursuant to the Intercreditor Agreement are as follows: [ ]. SECTION 2.04 Each party to this the Intercreditor Agreement (other than the New Representative [sAdministrative Agent[s] and New Collateral Agent) confirms the acceptance of the New Representative[sAdministrative Agent[s] and the New Collateral Agent as an Other First-Priority Representative Lien Obligations Administrative Agent and an Other First-Priority Lien Obligations Collateral Agent, respectively, for purposes of the Intercreditor Agreement. SECTION 2.05 Except as expressly provided herein, in the Intercreditor Agreement or in any Other First-Priority Lien Obligations Security Documents, [ ] [is][/areis]/[are] acting in the capacities of Other First-Priority Representative[sLien Obligations Administrative Agent[s] and [ ] is acting in its capacity as Other First-Priority Lien Obligations Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent.]] ______________________ 2 To be included if applicable. SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Junior Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the Junior Lien Intercreditor Agreement. SECTION 2.05 [ [________] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [________] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [_____________].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other FirstSecond-Priority Representative as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other FirstSecond-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent.]] ______________________ 3 To be included if applicable. SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Junior Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other FirstSecond-Priority Representative and an Other FirstSecond-Priority Collateral Agent, respectively, for purposes of the Junior Lien Intercreditor Agreement. SECTION 2.05 [ [________] [is][/are] acting in the capacities of Other FirstSecond-Priority Representative[s] and [ [________] is acting in its capacity as Other FirstSecond-Priority Collateral Agent solely for the Secured Parties under [ [_____________].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other FirstSecond-Priority Representative as if it had originally been party to the Intercreditor Agreement as an Other FirstSecond-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Intercreditor Agreement are [is][/are] as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other FirstSecond-Priority Representative and an Other FirstSecond-Priority Collateral Agent, respectively, for purposes of the Intercreditor Agreement. 2 To be included if applicable. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other FirstSecond-Priority Representative[s] and [ ] is acting in its capacity as Other FirstSecond-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Junior Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. SECTION 2.04 Each party to this Agreement (other than the New Representative [s] and New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the Intercreditor AgreementReserved]. SECTION 2.05 [ [________] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [________] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [_____________]. 17 To be included if applicable.

Accession. SECTION 2.01 [The][/Each] The New Representative Trustee agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Representative Lien Obligations Administrative Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicableLien Obligations Administrative Agent. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent.] SECTION 2.03 The New Representative[s] Subsidiary agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as a subsidiary of the Company as if it had originally been party to the Intercreditor Agreement as a subsidiary of the Company. SECTION 2.04 The New Trustee and the New Collateral Agent confirm that their the address details for notices pursuant to the Intercreditor Agreement are is as follows: [ ].Wilmington Trust, National Association ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attn: Corporate Capital Markets – Verso Paper Administrator Copy to Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ SECTION 2.04 2.05 Each party to this the Intercreditor Agreement (other than the New Representative [s] and Trustee, the New Collateral AgentAgent and the New Subsidiary) confirms the acceptance of the New Representative[s] and Administrative Agent as an Other First-Priority Lien Obligations Administrative Agent, the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Lien Obligations Collateral Agent, respectivelyand the New Subsidiary as a subsidiary of the Company, for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] 2.06 Except as expressly provided herein, in the Intercreditor Agreement or in any Other First-Priority Lien Obligations Security Documents, WILMINGTON TRUST, NATIONAL ASSOCIATION is acting in the capacities capacity of Other First-Priority Representative[s] Lien Obligations Administrative Agent and [ ] WILMINGTON TRUST, NATIONAL ASSOCIATION is acting in its capacity as Other First-Priority Lien Obligations Collateral Agent solely for the Secured Parties under [ ]that certain Collateral Agreement, dated as of the date hereof, among Holdings, the Company, the subsidiaries of the Company party thereto, and the New Collateral Agent as collateral agent for the Secured Parties (as defined therein).

Accession. SECTION 2.01 [The][/Each] The New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Representative as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent.]] The New 1 To be included if applicable. Representative agrees that the Applicable First-Lien Agent and the First-Lien Collateral Agent shall have the authority to act on behalf of the New Representative under the Intercreditor Agreement, and each of the Applicable First-Lien Agent and the First-Lien Collateral Agent accepts such authority. SECTION 2.03 The New Representative[s] Representative [and the New Collateral Agent confirm Agent] [confirms] [confirm] that their [its] [their] address details for notices pursuant to the Intercreditor Agreement are as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [s] and the New Collateral Agent]) confirms the acceptance of the New Representative[s] Representative [and the New Collateral Agent Agent] as an Other First-Priority Lien Obligations Representative [and an Other First-Priority Lien Obligations Collateral Agent, respectively, ,] for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] is acting in the capacities of its capacity as Other First-Priority Representative[s] Lien Obligations Representative [and [ ] is acting in its capacity as Other First-Priority Lien Obligations Collateral Agent Agent] solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] The New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Representative as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent.] SECTION 2.03 The New Representative[s] Representative agrees that the First-Lien Applicable Agent and the First-Lien Collateral Agent shall have the authority to act on behalf of the New Representative under the Intercreditor Agreement, and each of the First-Lien Applicable Agent and the First-Lien Collateral Agent accepts such authority. SECTION 2.04 The New Representative [and the New Collateral Agent confirm Agent] [confirms] [confirm] that their [its] [their] address details for notices pursuant to the Intercreditor Agreement are as follows: [ [_____________]. SECTION 2.04 2.05 Each party to this Agreement (other than the New Representative [s] and the New Collateral Agent]) confirms the acceptance of the New Representative[s] Representative [and the New Collateral Agent Agent] as an Other First-Priority Lien Obligations Representative [and an Other First-Priority Lien Obligations Collateral Agent, respectively, ,] for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] 2.06 [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ ________] is acting in its capacity as Other First-Priority Lien Obligations Representative [and [________] is acting in its capacity as Other First-Priority Lien Obligations Collateral Agent Agent] solely for the Secured Parties under [ [_____________].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative. 1 4 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ ] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other FirstSecond-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other FirstSecond-Priority Representative. 1 2 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other FirstSecond-Priority Representative and an Other FirstSecond-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other FirstSecond-Priority Representative[s] and [ ] is acting in its capacity as Other FirstSecond-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-First- (1) To be included if applicable. Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ [·]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ [·] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [·] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [·].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative. 1 . (1) To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ [·]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ [·] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [·] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [·].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Junior Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. 1To be included if applicable. SECTION 2.04 [Reserved]. SECTION 2.04 Each party to this Agreement (other than the New Representative 2.05 [s] and New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the Intercreditor Agreement. SECTION 2.05 [ ________] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [________] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [_____________].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority First Lien Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority First Lien Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Intercreditor Agreement are [is][/are] as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority First Lien Collateral Agent, respectively, for purposes of the Intercreditor Agreement. 1 To be included if applicable. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ ] is acting in its capacity as Other First-Priority First Lien Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] The New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Representative as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Lien Obligations Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent as if it had originally been party to the 1 To be included if applicable. Intercreditor Agreement as an Other First-Priority Lien Obligations Collateral Agent.]] The New Representative agrees that the Applicable First-Lien Agent and the First-Lien Collateral Agent shall have the authority to act on behalf of the New Representative under the Intercreditor Agreement, and each of the Applicable First-Lien Agent and the First-Lien Collateral Agent accepts such authority. SECTION 2.03 The New Representative[s] Representative [and the New Collateral Agent confirm Agent] [confirms] [confirm] that their [its] [their] address details for notices pursuant to the Intercreditor Agreement are as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [s] and the New Collateral Agent]) confirms the acceptance of the New Representative[s] Representative [and the New Collateral Agent Agent] as an Other First-Priority Lien Obligations Representative [and an Other First-Priority Lien Obligations Collateral Agent, respectively, ,] for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] is acting in the capacities of its capacity as Other First-Priority Representative[s] Lien Obligations Representative [and [ ] is acting in its capacity as Other First-Priority Lien Obligations Collateral Agent Agent] solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent.]] ____________________ 2To be included if applicable. SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Junior Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the Junior Lien Intercreditor Agreement. SECTION 2.05 [ [________] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [________] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [_____________].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative. 1 3 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ ] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ [________] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [________] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [_____________].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the First Lien/Second Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the First Lien/Second Lien Intercreditor Agreement are [is][/are] as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [sRepresentative[s] and the New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the First Lien/Second Lien Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ ] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other FirstSecond-Priority Representative as if it had originally been party to the Intercreditor Agreement as an Other FirstSecond-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent as if it had originally been party to the Intercreditor Agreement as an Other FirstSecond-Priority Collateral Agent.]] 2 To be included if applicable. SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm that their address details for notices pursuant to the Intercreditor Agreement are as follows: [ ]. SECTION 2.04 Each party to this Agreement (other than the New Representative [s] and New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other FirstSecond-Priority Representative and an Other FirstSecond-Priority Collateral Agent, respectively, for purposes of the Intercreditor Agreement. SECTION 2.05 [ ] [is][/are] acting in the capacities of Other FirstSecond-Priority Representative[s] and [ ] is acting in its capacity as Other FirstSecond-Priority Collateral Agent solely for the Secured Parties under [ ].

Accession. SECTION 2.01 [The][/Each] New Representative agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Representative as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Representative. 1 To be included if applicable. SECTION 2.02 [The New Collateral Agent agrees to become, with immediate effect, a party to and agrees to be bound by the terms of, the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent as if it had originally been party to the Junior Lien Intercreditor Agreement as an Other First-Priority Collateral Agent.] SECTION 2.03 The New Representative[s] and the New Collateral Agent confirm confirm[s] that their address details for notices pursuant to the Junior Lien Intercreditor Agreement are [is][/are] as follows: [ [_____________]. SECTION 2.04 Each party to this Agreement (other than the New Representative [s] and New Collateral Agent) confirms the acceptance of the New Representative[s] and the New Collateral Agent as an Other First-Priority Representative and an Other First-Priority Collateral Agent, respectively, for purposes of the Intercreditor AgreementReserved]. SECTION 2.05 [ [________] [is][/are] acting in the capacities of Other First-Priority Representative[s] and [ [________] is acting in its capacity as Other First-Priority Collateral Agent solely for the Secured Parties under [ [_____________]. 4 To be included if applicable.