Common use of Additional Grantors Clause in Contracts

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Borrower and such of the Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company (including, without limitation, Additional Domestic Subsidiary Borrowers) may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of are the Subsidiaries of Company Credit Parties as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Credit Parties may become parties hereto, as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Intellectual Property Security Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Agent not to cause any Subsidiary of Company Credit Party or any other Person to become an Additional Grantor hereunder. This Intellectual Property Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto; provided that each such Additional Grantor’s pledge of any Pledged Equity Interests hereunder shall not be effective until receipt by such Additional Grantor of the approvals of the Gaming Authorities contemplated in Section 4.3 above. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Persons that are Subsidiaries of Company may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartNew Grantor Pledge Supplement, in substantially the form of Exhibit A-2 (“New Grantor Pledge Supplement”). Upon delivery of any such Counterpart New Grantor Pledge Supplement to Secured Party, notice of which is hereby waived by Grantorsthe Security Agent, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Security Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing and delivering to the Collateral Agent a CounterpartCounterpart Agreement and a completed Pledge Supplement, substantially in the form of Exhibit A attached hereto, together with all supplements to Schedules thereto. Upon delivery of any such Counterpart counterpart agreement and pledge supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company Holdings to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A attached hereto, and the written consent of Grantor, which consent shall not be unreasonably withheld. Upon delivery of any such Counterpart counterpart to Secured PartyLender, and written notice of which is hereby waived by Grantorsthereof to Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Lender not to cause any Subsidiary of Company Person to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart agreement in the form attached as Exhibit B hereto (“Counterpart Agreement”). Upon delivery of any such Counterpart Agreement to Secured PartyCollateral Agent, notice of which is hereby waived by each of the other Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes has become a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional Grantors, Grantor") by executing a Counterpartan acknowledgement to this Agreement substantially in the form of Schedule VI annexed hereto. Upon delivery of any such Counterpart acknowledgment to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the its Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional Grantors, Grantor") by executing a Counterpartcounterpart of this Agreement and delivering supplements to Schedule 4(b), Schedule 4(d), Schedule 4(e) and Schedule 4(g) in substantially the forms annexed hereto, which supplements shall thereby supplement and amend such Schedules. Upon delivery of any such Counterpart counterpart to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart counterpart agreement to Secured Partythe Priority Lien Collateral Trustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such the Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Priority Lien Collateral Trustee not to cause any Subsidiary of Company NewPageCo to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be CompanyParent Issuer, Holdings Company and such of the Subsidiaries of Company and Parent Issuer as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Parent and such those Subsidiaries of the Subsidiaries of Company Parent as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Parent may become parties hereto, as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Appendix V attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Purchaser, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Purchaser not to cause any Subsidiary of Company the Parent to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. Each Additional Grantor shall execute the filings specified in Section 5 hereof and such other filings, registrations or instruments as the Purchaser may reasonably request, in order to perfect the security interests granted or purported to granted hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to after the date hereof, additional Subsidiaries of Company Persons may become parties hereto as Grantors (each, an “Additional Grantors, Grantor”) by executing and delivering to the Collateral Agent of a Counterpartfully completed Supplement. Upon execution and delivery by the Collateral Agent and any Additional Grantor of any such Counterpart to Secured Partya Supplement, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by ------------------ executing a Counterpartcounterpart substantially in the form of Exhibit VI to this ---------- Agreement. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors pursuant to Section 5.10 of the Credit Agreement (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart counterpart agreement to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company any Grantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become parties hereto as additional Grantors (the "Additional Grantors"), by executing a counterpart (the "Counterpart") substantially in the form of Exhibit A hereto. Upon delivery of any such Counterpart to Secured Partythe Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. Notwithstanding anything herein to the contrary, in no event shall a Controlled Foreign Corporation become a Grantor or an Additional Grantor.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries Eligible Affiliates of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries Eligible Affiliates of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary Eligible Affiliate of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartan acknowledgement to this Agreement substantially in the form of Exhibit V annexed hereto. Upon delivery of any such Counterpart acknowledgement to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Loan Parties as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Parent and such of the Subsidiaries of Company and Parent as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartJoinder Agreement, together with a Pledge Supplement and any other attachments, all in form and substance reasonably satisfactory to the Collateral Agent and the Administrative Agent. Upon delivery of any such Counterpart Joinder Agreement to Secured Partythe Collateral Agent and the Administrative Agent, notice of which is hereby waived by the other Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent or the Administrative Agent not to cause any other Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any each Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may the Borrower (other than any Excluded Subsidiaries) may, in accordance with Section 5.10 of the Credit Agreement or the definition of “Guarantor Subsidiary” in Section 1.1 of the Credit Agreement, become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement substantially in the form of Exhibit H to the Credit Agreement. Upon delivery of any such Counterpart Agreement to Secured Party, notice of which is hereby waived by Grantorsthe Collateral Agent, each such Additional Grantor shall be a Grantor hereunder and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Borrower and such of the Material Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Material Subsidiaries (other than Financing Subsidiaries or Insurance Subsidiaries) of Company Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Restricted Subsidiaries of Company Borrower may execute and deliver a counterpart to the Subsidiary Guaranty. In connection therewith, such Subsidiaries of Borrower may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofEffective Date, additional Subsidiaries of Company Persons may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby, provided, however, that prior approval of the applicable Gaming Board must be obtained for the pledge of the capital stock of any additional Grantor regulated thereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart substantially in the form of ------------------ Exhibit VI to this Agreement. Upon delivery of any such Counterpart counterpart to Secured ---------- Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereofClosing Date, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional Grantors, Grantor”) by executing a CounterpartSecurity Agreement Supplement, accompanied by such documentation as required by the Credit Agreement and such documentation as Agent may otherwise reasonably require to establish the due organization, valid existence and good standing of each such Person, its qualification to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, its authority to execute, deliver and perform this Agreement, and the identity, authority and capacity of each Authorized Signatory thereof authorized to act on its behalf. Upon delivery of any such Counterpart Security Agreement Supplement to Secured PartyAgent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Significant Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Bank an Instrument of Joinder substantially in the form of EXHIBIT A, accompanied by such documentation as the Bank may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by the Bank, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party the Bank not to cause any Subsidiary other Significant Subsidiaries of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Material Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.party

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings cause each affiliated entity that has executed a security agreement in favor of [IDB] to become party to the Guaranty and such of the Subsidiaries of Company this Security Agreement as are signatories hereto on the date hereofa Grantor. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Security Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company Credit Party (as defined in the Loan Agreement) or any other Person to become an Additional Grantor hereunder. This Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder If the Debtor shall form or otherwise acquire or have any Subsidiary, the Debtor shall cause such Subsidiary to become a Subsidiary Grantor pursuant to this Agreement, such Subsidiary shall execute and deliver to the Collateral Agent a Joinder Agreement substantially in the form of Exhibit A, which Joinder Agreement will be Companyenforceable against such Subsidiary whether or not formally acknowledged or accepted by the Advance Lender, Holdings the NGPMN Agent, any NGPMN Holder, the Purchase Money Notes Guarantor, the Collateral Agent or the Initial Member, and such of shall thereafter for all purposes be a party hereto and have the Subsidiaries of Company same rights, benefits and obligations as are signatories a Grantor party hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretoClosing Date. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company the Debtor to become an Additional a Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereofClosing Date, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional Grantors, Grantor”) by executing a CounterpartCollateral Agreement Supplement, accompanied by such documentation as the Administrative Agent may reasonably require in accordance with Section 8.13 of the Credit Agreement. Upon delivery of any such Counterpart Collateral Agreement Supplement to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Subject to Section 11, this Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries Subsidiary of Company as are signatories that is a signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Schedule 20 annexed hereto, by executing, delivering and recording in all places where this Agreement is recorded an appropriate Copyright Security Agreement, substantially in the form hereof, with appropriate insertions, or by executing an Amendment to this Agreement, as Secured Party may direct. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings include Debtor/Payor and such of the Subsidiaries of Company as are signatories hereto on the date hereofRelated Operating Companies. From time to time subsequent to the date hereof, additional Subsidiaries of Company direct Related Operating Companies may become Additional Grantorsparties hereto, as additional Grantors (each, an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart of this Security Agreement substantially in the form of EXHIBIT B attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto; PROVIDED, HOWEVER, that any representation, warranty or covenant generally applicable to Grantors shall only become applicable to an Additional Grantor on and as of the date such Additional Grantor executes a counterpart of this Security Agreement. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Collateral Agent not to cause any Subsidiary Related Operating Companies of Company Debtor/Payor to become an Additional Grantor hereunder. This Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Trustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Trustee not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. This Agreement shall, with respect to any Additional Grantor, be subject to any limitations set forth in the Pledge Supplement pursuant to which such Additional Grantor becomes party to this Agreement.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Borrower may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a CounterpartCounterpart substantially in the form of Exhibit VII annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofRestatement Date, additional Subsidiaries of Company Persons may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A attached hereto, accompanied by such documentation as Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company other Person to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become Additional Grantorsparties to the Credit Agreement and this Agreement as additional Grantors (each, an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart Agreement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Additional Grantor shall deliver to the Collateral Agent, together with such Counterpart Agreement, a completed Pledge Supplement, substantially in the form of Exhibit A attached hereto, together with all Supplements to Schedules thereto, reflecting all personal property to which it has rights that will be deemed Collateral pursuant to Section 1.3. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Administrative Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Administrative Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by Administrative Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause Borrower or any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby List of Exhibits waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be CompanyWD 40, Holdings WD-40 Manufacturing, HPD Holdings, and such of the Subsidiaries of Company as are signatories hereto on the date hereofHPD Laboratories. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries Affiliates of Company WD-40 may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary other Affiliate of Company WD-40 to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto as required by the Credit Agreement, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become became an Additional additional Grantor hereunder. This Agreement Assignment shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. , Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Domestic Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement, with notice to, but without further action by or consent required from, the Notes Collateral Trustee. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Notes Collateral Trustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Notes Collateral Trustee not to cause any Subsidiary of Company the Issuer, Holdings or any Subsidiary Guarantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofIssue Date, additional Subsidiaries of Company the Issuers may become Additional parties hereto, as additional Grantors, by executing and delivering to the Collateral Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation in form and substance as shall be necessary to perfect, when filed and/or recorded, Collateral Agent’s security interest in the assets of such additional Grantor comprising Collateral, and accompanied by any other documentation as Collateral Agent may reasonably require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by the Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor additional Grantors hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries of Company may become parties hereto as Additional Grantors, by executing and delivering to the Administrative Agent a Counterpartcompleted Pledge Supplement, substantially in the form of Annex II. Upon Subject to delivery of any such Counterpart counterpart agreement to Secured Partythe Administrative Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its such Grantor’s obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company any Grantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartan acknowledgement to this Agreement substantially in the form of Schedule V annexed hereto. Upon delivery of any such Counterpart acknowledgment to Chase Co-Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Chase Co-Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the wholly-owned Domestic Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional wholly-owned Domestic Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any wholly-owned Domestic Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrowers and such of the their respective Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Borrowers may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company the Borrowers to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Material Domestic Subsidiaries of Company the Borrower may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart counterpart to the ---------- Secured Party, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereof, additional Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party a CounterpartJoinder Agreement substantially in the form of Exhibit A attached hereto, accompanied by such documentation as Secured Party may require in connection therewith, wherein such additional Grantors agree to become a party hereto and to be bound hereby. Upon delivery of any such Counterpart Joinder Agreement to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, the Parent and additional Subsidiaries of Company or the Parent may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries Subsidiary of Company as are signatories that is a signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Schedule 19 annexed hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAdministrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries of Company the Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of Exhibit IV annexed hereto. Upon delivery of any such Counterpart counterpart to the Secured Party, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Restricted Subsidiaries of Company may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartan acknowledgement to this Agreement substantially in the form of EXHIBIT V annexed hereto. Upon delivery of any such Counterpart acknowledgement to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Restricted Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart Agreement to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantors, and delivery to Administrative Agent a completed Pledge Supplement, together with all Supplements to Schedules thereto, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such Each Subsidiary of the Subsidiaries Issuer that is required to become a party to this Agreement pursuant to Sections 4.19 and 11.03 of Company as are signatories hereto on the date hereof. From time to time subsequent to Indenture (each an “Additional Grantor”) shall become a Grantor for all purposes of this Agreement upon execution and delivery by such Subsidiary of an Assumption Agreement substantially in the date hereof, additional Subsidiaries form of Company may become Additional Grantors, by executing a Counterpart. Exhibit B. Upon delivery of any such Counterpart Assumption Agreement to Secured Partythe Notes Collateral Agent, notice of which is hereby waived by Grantorseach other Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Notes Collateral Agent (acting at the written direction of the Majority Holders) or the Issuer (to the extent in accordance with the terms of the Indenture) not to cause any Subsidiary of Company the Issuer to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Borrower and such of the Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries 92815879_6 of Company Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Borrowers as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrowers may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT III annexed hereto (each, a "COUNTERPART"). Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrowers to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Credit Parties as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional direct and indirect Subsidiaries of Company the Grantors may become parties hereto, as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Security Agreement substantially in the form of Exhibit B attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAgent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations Obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Agent not to cause any Subsidiary of Company any Grantor to become an Additional Grantor hereunder. This Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Grantors may become parties hereto as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by each of the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Grantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Collateral Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Collateral Agent may reasonably require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by the Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such In accordance with the requirements of the Subsidiaries of Company as are signatories hereto on the date hereof. From Second Lien Debt Documents and from time to time subsequent to the date hereof, additional Subsidiaries of Company may Persons who are required to be Subsidiary Guarantors shall become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement no later than thirty (30) days following such Additional Grantor becoming a Guarantor Subsidiary (or such longer period of time as the Collateral Agent may agree in its reasonable discretion). Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the Significant Domestic Subsidiaries of Company as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Significant Domestic Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Significant Domestic Subsidiary of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Company and such of the Subsidiaries of the Company as are signatories hereto on the date hereof. From time to time subsequent to after the date hereof, additional other Subsidiaries of Company may become Additional Grantors, Grantors by executing a CounterpartJoinder. Upon delivery of any such Counterpart Joinder to the Secured Party, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto, but effective as of such delivery. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of the Secured Party not to cause any Subsidiary of the Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Company and such of the Subsidiaries of the Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of the Company may become Additional parties hereto, as additional Grantors, by executing a Counterpartcounterpart of this Agreement substantially in the form of Appendix C attached hereto. Upon delivery of any such Counterpart counterpart to the Secured Party, notice of which is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its joint and several obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of the Company to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Administrative Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Administrative Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by the Administrative Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such To the extent required pursuant to Section 5.10 of the Subsidiaries Credit Agreement or Section 5.10 of Company as are signatories hereto on the date hereof. From New Credit Agreement, from time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement. Upon delivery of any such Counterpart Pledge Supplement to Secured PartyAdministrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart counterpart agreement to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. For the avoidance of doubt, unless requested by the Administrative Agent in its sole discretion, no Foreign Subsidiary of Borrower shall be a Grantor or otherwise be required to pledge its assets.

Additional Grantors. The initial Grantors Grantor hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by GrantorsGrantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Issuer and such of the its Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Issuer may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company the Issuer to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional parties hereto, as additional Grantors, by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A annexed hereto. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its joint and several obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Requisite Lenders not to cause any Subsidiary of Company to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpart. supplement to this Agreement (a “Collateral Agreement Supplement”) in the form attached hereto as Exhibit E. Upon delivery of any such Counterpart Collateral Agreement Supplement to Secured Partythe Administrative Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Marketing and such of the Subsidiaries of Company as are signatories hereto on the date hereofTelecom. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Borrower may become Additional Grantorsparty hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpart. Joinder Agreement substantially in the form attached hereto as EXHIBIT A. Upon delivery of any such Counterpart Joinder Agreement to Secured Partythe Agent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party any Beneficiary not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors Grantor hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories Credit Party signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional direct and indirect Subsidiaries of Company the Grantors may become Additional Grantorsparties hereto, as additional Grantors (each, an "ADDITIONAL Grantor"), by executing a Counterpartcounterpart of this Security Agreement substantially in the form of EXHIBIT B attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAgent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations Obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Agent not to cause any Subsidiary of Company any Grantor to become an Additional Grantor hereunder. This Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.. [Signature page follows]

Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Significant Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Domestic Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as the Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by the Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Domestic Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Persons that are Subsidiaries of Company may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart counterpart agreement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Grantors may become parties hereto as additional Grantors (each an "Additional Grantors, Grantor") by executing a Counterpartcounterpart of this Agreement and delivering supplements to Schedule 3(b) and Schedule 3(c) in substantially the forms annexed hereto, which supplements shall thereby supplement and amend such Schedules. Upon delivery of any such Counterpart counterpart to Secured Partythe Collateral Trustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Trustee not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Debtor and such those Affiliates of the Subsidiaries of Company Debtor as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries direct and indirect subsidiaries of Company Borrower may become parties hereto, as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAgent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Agent not to cause any Subsidiary subsidiary of Company Debtor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. For purposes of this Agreement, subsidiaries means any entity in which the Company, directly or indirectly, owns 10% of the capital stock or holds an equity or similar interest.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrowers under the Credit Agreement may become Additional Grantorsparties hereto as additional Grantors (each such Borrower being an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT III annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition additional or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries (other than Restricted Subsidiaries) of Company the Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of EXHIBIT II attached hereto (the "COUNTERPART"). Upon delivery of any such Counterpart counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing and delivering to the Collateral Agent a Counterpartfully completed Counterpart Agreement. Upon execution and delivery by the Collateral Agent and any Additional Grantor of any such a Counterpart to Secured PartyAgreement, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Parent to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Grantors may become parties hereto as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Administrative Agent, notice of which is hereby waived by each of the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company Grantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Persons may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby, provided, however, that prior approval of the applicable Gaming Board must be obtained for the pledge of the capital stock of any additional Grantor regulated thereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured PartyParry, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Grantors hereunder shall be CompanyParent Issuer, Holdings Company and such of the Subsidiaries of Company and Parent Issuer as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.. SF1:728435 17

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement. Upon delivery of any such Counterpart counterpart to Chase Co-Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Chase Co-Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT I annexed hereto. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.