Common use of AGENT AND LENDERS Clause in Contracts

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA, an Alabama banking corporation f/k/a Compass Bank, individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as the Agent By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior VP [Signatures Continued on Next Page] JPMORGAN CHASE BANK, N.A., individually and as Co-Syndication Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Xxx Name: Xxxxxxx Xxxxxxxxxxx Xxx Title: Executive Director [Signatures Continued on Next Page] CITIBANK, N.A., individually and as Co-Syndication Agent By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President BBVA USA[Signatures Continued on Next Page] FIFTH THIRD BANK, an Alabama Ohio banking corporation f/k/a Compass Bankcorporation, individually as a Lender and as a Co-Syndication the Documentation Agent By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Senior Vice President By: /s/ Xxxx X. XxXxxx Name: Xxxx X. XxXxxx Title: Vice President [Signatures Continued on Next Page] CAPITAL ONE, NATIONAL ASSOCIATION By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Managing Director [Signatures Continued on Next Page] CADENCE BANK, N.A. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Senior Vice President [Signatures Continued on Next Page] CITIZENS BANK, N.A. By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On on Next Page] ROYAL BANK OF CANADA By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Authorized Signatory [Signatures Continued on Next Page] XXXXXXX XXXXXXX XXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx N.A. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Executive Vice President [Signatures Continued on Next Page] PINNACLE BANK By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On on Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx NameBy: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned JOINDER AGREEMENT THIS JOINDER AGREEMENT (“MakerJoinder Agreement”) is executed as of , 20 , by , a (“Joining Party”), hereby promises and delivered to pay KeyBank National Association, as Agent, pursuant to ________________ __________________ (“Payee”), or order, in accordance with the terms §5.5 of that certain Fourth First Amended and Restated Credit Agreement, Agreement dated as of August 7July 30, 20192015, as from time to time in effecteffect (the “Credit Agreement”), by and among MakerMedEquities Realty Operating Partnership, LP (the “Borrower”), KeyBank National Association, for itself and as the Agent, and such the other Lenders as may be from time to time named therein (party thereto. Terms used but not defined in this Joinder Agreement shall have the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided meanings defined for those terms in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.

AGENT AND LENDERS. KEYBANK GENERAL ELECTRIC CAPITAL CORPORATION, as Agent and a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Duly Authorized Signatory XXXXX FARGO BANK, NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Xxxx Xxxxxx Name: Xxxxxxx Xxxxxxxxxxx Xxxx Xxxxxx Title: Vice President BBVA USAAuthorized Signatory BANK OF AMERICA, an Alabama banking corporation f/k/a Compass BankN.A., individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Assistant Vice President CAPITAL ONECIT BANK, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx By: Name: Xxxxx XxXxxxxx TitleThe following Persons are signatories to this Agreement in their capacity as Credit Parties and not as Borrowers. CREDIT PARTIES: Duly Authorized Signatory SUNTRUST BANKACTION TRANSPORT, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx NameINC. By: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ /s/Xxxxx X. Xxxxxx Xxxxxxxx Name: Xxxxx X. Xxxxxx Xxxxxxxx Title: Director CADENCE BANKSVP & Chief Financial Officer BROYHILL HOME FURNISHINGS, N.A. By:/s/ Xxxxxx INC. By: /s/Xxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx NameSVP & Chief Financial Officer BROYHILL RETAIL, INC. By: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ /s/Xxxxx X. Xxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxxx Title: Senior Vice President RENASANT BANK By:/s/ SVP & Chief Financial Officer FURNITURE BRANDS RESOURCE COMPANY, INC. By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Executive Vice President PROVIDENCE BANKSVP & Chief Financial Officer FURNITURE BRANDS HOLDINGS, dba PREMIER BANK TEXAS By:/s/ INC. By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx SVP & Chief Financial Officer FURNITURE BRANDS OPERATIONS, INC. By: /s/Xxxxx X. Xxxxxxxx Name: Xxxx Xxxxxx Xxxxx X. Xxxxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx SVP & Chief Financial Officer HDM RETAIL, INC. By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxxx Xxxx Xxxxx X. Xxxxxxxx Title: SrSVP & Chief Financial Officer LANE HOME FURNISHINGS RETAIL, INC. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: SVP & Chief Financial Officer FURNITURE BRANDS HOLDINGS, 20__ FOR VALUE RECEIVEDINC. By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: SVP & Chief Financial Officer THOMASVILLE HOME FURNISHINGS, the undersigned (“Maker”)INC. By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: SVP & Chief Financial Officer THOMASVILLE RETAIL, hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit AgreementINC. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.By: /s/Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Jxxx Xxxxx Name: Xxxxxxx Xxxxxxxxxxx Jxxx Xxxxx Title: Senior Vice President BBVA USA(SEAL) BANK OF AMERICA, an Alabama banking corporation f/k/a Compass BankN.A., individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx Gxxx X. Xxxxxxx Name: Xxxxxx Gxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL (SEAL) [Signatures Continued on Next Page] DEUTSCHE BANK AG NEW YORK BRANCH By: /s/ Jxxxx Xxxxxxx Name: Jxxxx Xxxxxxx Title: Managing Director By: /s/ Jxxxxx Xxxxxxx Name: Jxxxxx Xxxxxxx Title: Vice President (SEAL) [Signatures Continued on Next Page] REGIONS BANK, N.A. By:/s/ Xxxxx as Co-Syndication Agent By: /s/ Kxxxx X. Xxxxxx Name: Xxxxx Kxxxx X. Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL (SEAL) [Signatures Continued on Next Page] CITIZENS BANK, NATIONAL ASSOCIATION f/k/a national banking association By:/s/ Xxxxxxxx RBS CITIZENS, N.A. By: /s/ Mxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Mxxxxxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM (SEAL) [Signatures Continued on Next Page] GXXXXXX SXXXX BANK By:/s/ USA By: /s/ Jxxxx Xxxxxxx Name: Jxxxx Xxxxxxx Title: Authorized Signatory (SEAL) [Signatures Continued on Next Page] JPMORGAN CHASE BANK, N.A. By: /s/ Bxxxxxx Xxx Name: Bxxxxxx Xxx Title: Executive Director (SEAL) [Signatures Continued on Next Page] PNC BANK, NATIONAL ASSOCIATION By: /s/ Bxxxxxx X. Xxxxxxx Name: Bxxxxxx X. Xxxxxxx Title: Vice President (SEAL) [Signatures Continued on Next Page] SUNTRUST BANK By: /s/ Fxxxxxxx Xxxxxx Name: Fxxxxxxx Xxxxxx Title: SVP, REIT Banking Group (SEAL) [Signatures Continued on Next Page] TORONTO DOMINION (TEXAS) LLC By: /s/ Mxxxx Xxxxxxxxx Name: Mxxxx Xxxxxxxxx Title: Authorized Signatory (SEAL) [Signatures Continued on Next Page] MXXXXX SXXXXXX SENIOR FUNDING, INC. By: /s/ Cxxxxxxxxxx Xxxxxxxx Name: Cxxxxxxxxxx Xxxxxxxx Title: Vice President (SEAL) [Signatures Continued on Next Page] SYNOVUS BANK By: /s/ Dxxxx X. Xxxxxx Name: Dxxxx X. Xxxxxx Title: Director (SEAL) [Signatures Continued on Next Page] MXXXXX SXXXXXX BANK, N.A. By: /s/ Cxxxxxxxxxx Xxxxxxxx Name: Cxxxxxxxxxx Xxxxxxxx Title: Vice President (SEAL) [Signatures Continued on Next Page] JXXXXXXXX GROUP LLC By: /s/ Mxxx Xxxxxx Name: Mxxx Xxxxxx Title: Managing Director (SEAL) [Signatures Continued on Next Page] STIFEL BANK & TRUST By: /s/ Sxxxxxx Xxxx Name: Xxxxxx Sxxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________(SEAL) [Signatures Continued on Next Page] CROSSFIRST BANK By: /s/ Dxxxxxx X. XxXxx Name: Dxxxxxx X. XxXxx Title: Business Banker (SEAL) [Signatures Continued on Next Page] UMB BANK, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.N.A. By: /s/ Sxxx Xxxxxxx Name: Sxxx Xxxxxxx Title: VP/Commercial Banking

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as the Agent and as a Lender and as Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA, an Alabama banking corporation f/k/a Compass Bank, individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx X. Xxxxxxxx Name: Xxxxx Xxxxxx X. Xxxxxxxx Title: Senior Vice President CAPITAL ONEBANK OF AMERICA, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ N.A. By: /s/ Xxxxx XxXxxxxx Xxxx Name: Xxxxx XxXxxxxx Xxxx Title: Duly Authorized Signatory SUNTRUST Vice President XXXXX FARGO BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx NameNATIONAL ASSOCIATION By: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Managing Director FIFTH THIRD PNC BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx NameNATIONAL ASSOCIATION By: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ /s/ Xxxxx X. Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANKREGIONS BANK By: /s/ C. Xxxxxxx Xxxxxx, N.A. By:/s/ Xxxxx Xxxxxx Xx. Name: Xxxxx Xxxxxx C. Xxxxxxx Xxxxxx, Xx. Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [(Signatures Continued On Next Page] WOODFOREST NATIONAL ) TD BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx N.A. By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxx Xxxxxxxx Xxxxxxx Xxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE U.S. BANK NATIONAL ASSOCIATION By:/s/ By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN THE BANK By:/s/ Xxxxx X. OF NOVA SCOTIA By: /s/ Xxxx Xxxxxxx Name: Xxxxx X. Xxxx Xxxxxxx Title: Senior Vice President RENASANT Managing Director & Industry Head, U.S. Real Estate, Gaming & Leisure TRUIST BANK By:/s/ Xxxxx Xxxxxxxx NameBy: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM Director EXHIBIT “A” AMENDED TERM LOAN AGREEMENT [See Attached] Conformed copy reflecting First Amendment dated May 4, 2020 and , Second Amendment dated July 19, 2021 and Third Amendment dated October 22, 2021 TERM LOAN AGREEMENT DATED AS OF July 17, 0000 XXXXX XXXXXX XXXXXXXXXX XX XXXXXXX, INC KITE REALTY GROUP, L.P., AS BORROWER, AND KEYBANK NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, KEYBANC CAPITAL MARKETS INC., AS BOOK RUNNER, KEYBANC CAPITAL MARKETS INC., BRANCH BANKING AND TRUST COMPANYTRUIST SECURITIES, INC., PNC BANK, NATIONAL ASSOCIATION, TD BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM , N.A., AND XXXXX FARGO BANK, NATIONAL ASSOCIATIONSECURITIES, LLC, AS JOINT LEAD ARRANGERS, BRANCH BANKING AND TRUST COMPANYTRUIST BANK, PNC BANK, NATIONAL ASSOCIATION, TD BANK, N.A., AND XXXXX FARGO BANK, NATIONAL ASSOCIATION, AS CO-SYNDICATION AGENTS, AND CERTAIN LENDERS FROM TIME TO TIME PARTIES HERETO, AS LENDERS TABLE OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.CONTENTS Page

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Txxxxxx Xxxxxxx Xxxxxxxxxxx Name: Txxxxxx Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA(SEAL) [Signatures Continued on Next Page] BANK OF AMERICA, an Alabama banking corporation f/k/a Compass BankN.A., individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx Gxxx X. Xxxxxxx Name: Xxxxxx Gxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL (SEAL) [Signatures Continued on Next Page] DEUTSCHE BANK AG NEW YORK BRANCH By: /s/ Jxxxx Xxxxxxx Name: Jxxxx Xxxxxxx Title: Managing Director By: /s/ J. X. Xxxxxxxx Xxx Name: J. X. Xxxxxxxx Xxx Title: Managing Director (SEAL) [Signatures Continued on Next Page] REGIONS BANK, N.A. By:/s/ Xxxxx as Co-Syndication Agent By: /s/ Kxxxx X. Xxxxxx Name: Xxxxx Kxxxx X. Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL (SEAL) [Signatures Continued on Next Page] CITIZENS BANK, NATIONAL ASSOCIATION f/k/a national banking association By:/s/ Xxxxxxxx RBS CITIZENS, N.A. By: /s/ Mxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Mxxxxxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM (SEAL) [Signatures Continued on Next Page] GXXXXXX SXXXX BANK By:/s/ USA By: /s/ Jxxxx Xxxxxxx Name: Jxxxx Xxxxxxx Title: Authorized Signatory (SEAL) [Signatures Continued on Next Page] PNC BANK, NATIONAL ASSOCIATION By: /s/ Axxxxx Xxxxxx Name: Axxxxx Xxxxxx Title: Vice President (SEAL) [Signatures Continued on Next Page] MXXXXX SXXXXXX SENIOR FUNDING, INC. By: /s/ Emanuel Ma Name: Emanuel Ma Title: Vice President (SEAL) [Signatures Continued on Next Page] JPMORGAN CHASE BANK, N.A. By: /s/ Bxxxxxx Xxx Name: Bxxxxxx Xxx Title: Executive Director (SEAL) [Signatures Continued on Next Page] SUNTRUST BANK By: /s/ Fxxxxxxx Xxxxxx Name: Fxxxxxxx Xxxxxx Title: SVP, REIT Banking Group (SEAL) [Signatures Continued on Next Page] TORONTO DOMINION (TEXAS) LLC By: /s/ Sxxx Xxxxx Name: Sxxx Xxxxx Title: Authorized Signatory (SEAL) [Signatures Continued on Next Page] SYNOVUS BANK By: /s/ Dxxxx X. Xxxxxx Name: Dxxxx X. Xxxxxx Title: Director (SEAL) [Signatures Continued on Next Page] STIFEL BANK & TRUST By: /s/ Sxxxxxx Xxxx Name: Xxxxxx Sxxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________(SEAL) [Signatures Continued on Next Page] MXXXXX SXXXXXX BANK, 20__ FOR VALUE RECEIVED, the undersigned N.A. By: /s/ Emanuel Ma Name: Emanuel Ma Title: Authorized Signatory (“Maker”), hereby promises to pay to ________________ __________________ SEAL) [Signatures Continued on Next Page] JXXXXXXXX GROUP LLC By: /s/ Mxxx Xxxxxx Name: Mxxx Xxxxxx Title: Managing Director (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, SEAL) [Signatures Continued on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.Next Page]

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: SVP WACHOVIA BANK, NATIONAL ASSOCIATION By: /s/ Xxxxxxx Xxxxxxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Xxxxxxxx Title: Director AAREAL CAPITAL CORPORATION By: /s/ Xxxxxx X. Xxxxx /s/ Xxxxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxx Xxxxxxxx X. Xxxxxxx Title: Executive Director General Counsel WESTDEUTSCHE IMMOBILIENBANK AG By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Senior Manager By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: Executive Director RBS CITIZENS, N.A. d/b/a CHARTER ONE By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Assistant Vice President BBVA USA[Signatures continued on next page] Signature Pages to First Amendment to Credit Agreement and Other Loan Documents FIFTH THIRD BANK, an Alabama a Michigan banking corporation f/k/a Compass BankBy: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: VP NATIONAL CITY BANK By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Assistant Vice President ALLIED IRISH BANKS, individually as a Lender and as a Co-Syndication Agent P.L.C. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Vice President By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONEPNC BANK, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ ASSOCIATION By: /s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Senior Vice President CITIBANK, N.A. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Vice President [Signatures continued on next page] Signature Page Pages to Fourth Amended and Restated First Amendment to Credit Agreement SYNOVUS and Other Loan Documents BANK By:/s/ OF AMERICA, N.A. By: /s/ Xxxxx X. Xxxxxx Xxxx, SVP Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Xxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx NameNATIONAL ASSOCIATION By: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx /s/ Xxxxxxx X. Xxxxx Name: Szu Xxx Xxxxxxx X. Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANKSignature Pages to First Amendment to Credit Agreement and Other Loan Documents EXHIBIT “A” MODIFIED CREDIT AGREEMENT [CONFORMED DRAFT] CREDIT AGREEMENT DATED AS OF DECEMBER 11, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, 2007 by and among MakerBEHRINGER HARVARD OPERATING PARTNERSHIP I LP, KeyBank National AssociationAS BORROWER, for itself and as AgentKEYBANK NATIONAL ASSOCIATION, and such other Lenders as may be from time to time named therein (the “Credit Agreement”)THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO THIS AGREEMENT, to the extent not sooner paidKEYBANK NATIONAL ASSOCIATION, on or before the Revolving Credit Maturity DateAS AGENT, the principal sum of _________________ ($__________)KEYBANC CAPITAL MARKETS, or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereofAS SOLE BOOK MANAGER, computed as provided in the Credit AgreementKEYBANK CAPITAL MARKETS AND WACHOVIA BANK, on the principal amount hereof from time to time unpaidNATIONAL ASSOCIATION, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit AgreementAS CO-LEAD ARRANGERS, and with interest on overdue principal andAND AAREAL BANK AG CAPITAL CORPORATION AND WESTDEUTSCHE IMMOBILIENBANK AG, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000AS CO-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.DOCUMENTATION AGENTS

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA, an Alabama banking corporation f/k/a Compass Bankcorporation, individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent RENASANT BANK By:/s/ Xxxxx Xxxxxxx Xxxxxxxx Name: Xxxxx Xxxxxxx Xxxxxxxx Title: Senior Executive Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President Signature Page to Term Loan Agreement EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President Signature Page to Term Loan Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President Signature Page to Credit Agreement TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] Signature Page to Term Loan Agreement WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking [Signatures Continued On Next Page] Signature Page to Fourth Amended and Restated Credit Term Loan Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President Signature Page to Term Loan Agreement XXXXXXX XXXXXXX BANK By:/s/ Xxxxx Xxxxxxx Name:Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Term Loan Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director Signature Page to Term Loan Agreement VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: SVP EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT [INTENTIONALLY OMITTED.] EXHIBIT B [INTENTIONALLY OMITTED.] EXHIBIT C-1 TERM LOAN NOTE $______________ ,000,000.00 _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Term Loan Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Loan Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ Million and No/100 Dollars ($__________,000,000.00), or such amount as may be advanced by the Payee under the Credit Loan Agreement as a Revolving Credit Term Loan with daily interest from the date thereof, computed as provided in the Credit Loan Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Loan Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Loan Agreement. Interest shall be payable on the dates specified in the Credit Loan Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Loan Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Term Loan Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Loan Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Loan Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Loan Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Loan Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Loan Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATIONBORROWERS: XXXXXX FINANCIAL, individually INC., as Agent and as a Lender and as Agent OPINION RESEARCH CORPORATION, a Delaware corporation By: XXXXXXX X. XXXXXXXX By: XXXXXXX X. XXX Name: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA, an Alabama banking corporation f/k/a Compass Bank, individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx /s/ Xxxxxxx X. Xxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx SVP Title: Executive Vice President PROVIDENCE FLEET NATIONAL BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx as a Lender ORC INC., a Delaware corporation By: XXXXXXX X. XXXXXX By: XXXXX X. XXXXX Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx /s/ Xxxxxxx X. Xxxxxx Name: Xxxx /s/ Xxxxx X. Xxxxx Title: Managed Assets Officer Title: President WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: XXXXXX XXXXX Name: /s/ Xxxxxx Xxxxx Title: Managing Director XXXXXXX XXXXX BUSINESS FINANCIAL SERVICES, INC., as a Lender By: XXXXXXX X. XXXXX Name: /s/ Xxxxxxx X. Xxxxx Title: AVP PNC BANK, NATIONAL ASSOCIATION, as a Lender By: XXXXXXX X. XXXXX Name: /s/ Xxxxxxx X. Xxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx [signatures continued on next page] SUBSIDIARIES: ORC TELESERVICE CORP., a Delaware corporation By: XXXXX X. XXXXX Name: Xxxxxx Xxxx /s/ Xxxxx X. Xxxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED Secretary ORC PROTEL, INC., a Delaware corporation By: XXXXX X. XXXXX Name: /s/ Xxxxx X. Xxxxx Title: Secretary MACRO INTERNATIONAL INC., a Delaware corporation By: XXXXXXX X. XXX Name: /s/ Xxxxxxx X. Xxx Title: Secretary SOCIAL AND RESTATED REVOLVING CREDIT NOTE $______________ _____________HEALTH SERVICES, 20__ FOR VALUE RECEIVEDLTD., the undersigned (“Maker”)a Maryland corporation By: XXXXX X. XXXXX Name: /s/ Xxxxx X. Xxxxx Title: Secretary ORC TELECOMMUNICATIONS LTD., hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.Maryland corporation By: XXXXX X. XXXXX Name: /s/ Xxxxx X. Xxxxx Title: EVP

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as the Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Tayven Hike Name: Xxxxxxx Xxxxxxxxxxx Title: Tayven Hike Vice President BBVA USA(SEAL) [Signatures Continued on Next Page] CREDIT AGREEMENT JPMORGAN CHASE BANK, an Alabama banking corporation f/k/a Compass BankN.A., individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxxxxx Xxxxxxx Name: Xxxxxxxxx Xxxxxxx Title: Executive Director (SEAL) [Signatures Continued on Next Page] CREDIT AGREEMENT COMPASS BANK, as a Lender By: /s/ Xxx Xxxxxx Name: Xxxxx Xxx Xxxxxx Title: Senior Vice President CAPITAL ONE(SEAL) [Signatures Continued on Next Page] CREDIT AGREEMENT REGIONS BANK, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ By: /s/ Xxxx Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director (SEAL) [Signatures Continued on Next Page] CREDIT AGREEMENT CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx NameN.A., as a Lender By: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx (SEAL) [Signatures Continued on Next Page] CREDIT AGREEMENT COMERICA BANK, as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Xxxxxxx Xxxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President (SEAL) EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.A

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA, an Alabama banking corporation f/k/a Compass Bank, individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE Senior Vice President XXXXX FARGO BANK, N.A. By:/s/ NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, National Association) By: Name: Title: AAREAL CAPITAL CORPORATION By: /s/ Xxxxxxxxx Xxxxxx /s/ Xxxxxxxx X. Xxxxxxx Name: Xxxxxxxxx Xxxxxx Xxxxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Managing Director General Counsel WESTDEUTSCHE IMMOBILIENBANK AG By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: Executive Director By: /s/ Xxxxxxx Xxxxxx Name: Xxxxx Xxxxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO.Director RBS CITIZENS, LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx N.A. d/b/a CHARTER ONE By: /s/ Xxxx X. Xxxxx Name: Szu Xxx Xxxx X. Xxxxx Title: VP & General Manager VALLEY NATIONAL Vice President [Signatures continued on next page] FIFTH THIRD BANK, a national Michigan banking association By:/s/ Xxxxxxxx Xxxxxx Namecorporation By: Xxxxxxxx Xxxxxx Title: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: V.P. ALLIED IRISH BANKS, P.L.C. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Senior Vice President PNC BANK, NATIONAL ASSOCIATION By:/s/ Xxxx (for itself and as successor by merger to National City Bank) By: /s/ Xxxxx X. Xxxxxxx Name: Xxxx Xxxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx CITIBANK, N.A. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxx Xxxxxxxx Title: Senior Vice President RENASANT [Signatures continued on next page] BANK By:/s/ OF AMERICA, N.A. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: SVP TEXAS CAPITAL BANK, NATIONAL ASSOCIATION By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.President

AGENT AND LENDERS. KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as Agent By: /s/ By:/s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President BBVA USA, an Alabama banking corporation f/k/a Compass Bank, individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx Name: Xxxxx XxXxxxxx Title: Duly Authorized Signatory [Signatures Continued On Next Page] SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Xxxxxx Name: Xxxxx Xxxxx Xxxxxx Title: Director Senior Vice President [Signatures Continued On Next Page] COMPASS BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President [Signatures Continued On Next Page] FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Xxxxx Xxxxx Name: Xxxx Xxxxxxxxx Xxxxx Xxxxx Title: Director II VP [Signatures Continued On Next Page] XXXXXXX WHITNEY BANK dba XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended [Signatures Continued On Next Page] CAPITAL ONE, NATIONAL ASSOCIATION, individually as a Lender and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. as a Co-Syndication Agent By:/s/ Xxxxxx X. Xxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxx Xxxx Title: Senior Vice President Authorized Signatory [Signatures Continued On Next Page] TEXAS CAPITAL BANK, N.A. By:/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx Xxxxx Name: Szu Xxx Xxxxx Title: VP & General Manager VALLEY NATIONAL [Signatures Continued On Next Page] CADENCE BANK, a national banking association N.A. By:/s/ Xxxxxxxx Xxxxx Xxxxxx Name: Xxxxxxxx Xxxxx Xxxxxx Title: VP Executive Vice President [Signatures Continued On Next Page] SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior SVP – Corporate Banking [Signatures Continued On Next Page] VALLEY NATIONAL BANK, a national banking association By:/s/ J. Xxxxxxx Wash Name: J. Xxxxxxx Wash Title: Vice President - Corporate Banking Signature Page to Fourth Amended and Restated Credit Agreement [Signatures Continued On Next Page] RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP [Signatures Continued On Next Page] UNITED COMMUNITY BANK By:/s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Vice President [Signatures Continued On Next Page] AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: SVP [Signatures Continued On Next Page] FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President [Signatures Continued On Next Page] MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. SILICON VALLEY BRANCH By:/s/ Nian Tzy Yeh Name: Nian Tzy Yeh Title:Vice President & General Manager [Signatures Continued On Next Page] PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: SVP [Signatures Continued On Next Page] EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Vice President EXHIBIT A FORM OF AMENDED AND RESTATED REVOLVING CREDIT NOTE $______________ _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Third Amended and Restated Credit Agreement, dated as of August 7April 27, 20192018, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced thereby.

AGENT AND LENDERS. KEYBANK RBS CITIZENS BUSINESS CAPITAL, a division of RBS Asset Finance, Inc., a subsidiary of RBS Citizens, N.A., as Agent and Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Senior Vice President [SIGNATURES CONTINUED ON NEXT PAGE] [SIGNATURES CONTINUED FROM PREVIOUS PAGE] ISSUING BANK: RBS CITIZENS, NATIONAL ASSOCIATION, individually as a Lender and as Agent Issuing Bank By: /s/ Xxxxxxx Xxxxxxxxxxx Xxxxx X. Xxxxx Name: Xxxxxxx Xxxxxxxxxxx Xxxxx X. Xxxxx Title: Senior Vice President BBVA USA[SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: Bank of America, an Alabama banking corporation f/k/a Compass BankN.A., individually as a Lender and as a Co-Syndication Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Assistant Vice President CAPITAL ONE[SIGNATURES CONTINUED FROM PREVIOUS PAGE] ISSUING BANK: Bank of America, NATIONAL ASSOCIATIONN.A., individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxxx XxXxxxxx NameIssuing Bank By: Xxxxx XxXxxxxx Title: Duly Authorized Signatory SUNTRUST BANK, individually as a Lender and as a Co-Syndication Agent By:/s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director BMO XXXXXX BANK, N.A. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director FIFTH THIRD BANK, an Ohio Banking Corporation, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director II [Signatures Continued On Next Page] XXXXXXX XXXXXXX BANK, individually as a Lender and as a Co-Documentation Agent By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President Signature Page to Fourth Amended and Restated Credit Agreement SYNOVUS BANK By:/s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director CADENCE BANK, N.A. By:/s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President TEXAS CAPITAL BANK, N.A. By:/s/ /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Assistant Vice President MEGA INTERNATIONAL COMMERCIAL BANK CO.[SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: CIT FINANCE LLC, LTD. SILICON VALLEY BRANCH By:/s/ Szu Xxx as Lender By: /s/ Xxxxx X. Xxxxx Name: Szu Xxx Xxxxx X. Xxxxx Title: VP & General Manager VALLEY Director [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: PNC Bank, National Association, as Lender By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Vice President [SIGNATURES CONTINUED FROM PREVIOUS PAGE] ISSUING BANK: PNC Bank, National Association, as Issuing Bank By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Vice President [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: ALLY COMMERCIAL FINANCE LLC, as Lender By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Director [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: ING Capital LLC, as Lender By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Director By: /s/ Xxxxxxx X. Xxxxxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxxxxx Title: Managing Director [SIGNATURES CONTINUED FROM PREVIOUS PAGE] Lender: Deutsche Bank AG New York Branch, as Lender By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: Vice President [SIGNATURES CONTINUED FROM PREVIOUS PAGE] CITY NATIONAL BANK, a national banking association By:/s/ Xxxxxxxx Xxxxxx NameA NATIONAL BANKING ASSOCIATION: Xxxxxxxx Xxxxxx Titleas Lender By: VP [Signatures Continued On Next Page] WOODFOREST NATIONAL BANK, a national banking association By:/s/ /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Senior Vice President - Corporate Banking [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: Signature Page to Fourth Amended and Restated Credit Agreement FIRST TENNESSEE BANK NATIONAL ASSOCIATION By:/s/ Xxxx X. Xxxxxxx NameBank, as Lender By: Xxxx X. Xxxxxxx Title: Senior Vice President EASTERN BANK By:/s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Senior Vice President RENASANT BANK By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Executive Vice President PROVIDENCE BANK, dba PREMIER BANK TEXAS By:/s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: EVP UNITED COMMUNITY BANK By:/s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President AMERICAN MOMENTUM BANK By:/s/ /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Sr. Group Director - ABL [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: SIEMENS FINANCIAL SERVICES, INC., as Lender By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Vice President EXHIBIT By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Collateral Specialist [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: Xxxxxxx Business Credit Corporation, as Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: SVP [SIGNATURES CONTINUED FROM PREVIOUS PAGE] LENDER: First Niagara Commercial Finance, Inc., as Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: First Vice President Exhibit A FORM OF AMENDED to Loan and Security Agreement Form of Assignment and Acceptance Agreement This ASSIGNMENT AND RESTATED REVOLVING CREDIT NOTE $______________ ACCEPTANCE AGREEMENT (this “Assignment and Acceptance”) dated as of _____________, 20__ FOR VALUE RECEIVED, the undersigned (“Maker”), hereby promises to pay to is made between ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Fourth Amended and Restated Credit Agreement, dated as of August 7, 2019, as from time to time in effect, by and among Maker, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (the “Credit AgreementAssignor”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of ) and ____________________ ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by Applicable Law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Payments hereunder shall be made to the Agent for the Payee at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx 00000-0000, or at such other address as Agent may designate from time to time. This Amended and Restated Revolving Credit Note (this “Note”) is one of one or more Revolving Credit Notes evidencing borrowings under and is entitled to the benefits and subject to the provisions of the Credit Agreement. The principal of this Note may be due and payable in whole or in part prior to the Revolving Credit Maturity Date and is subject to mandatory prepayment in the amounts and under the circumstances set forth in the Credit Agreement, and may be prepaid in whole or from time to time in part, all as set forth in the Credit Agreement. Notwithstanding anything in this Note to the contrary, all agreements between the undersigned Maker and the Lenders and the Agent, whether now existing or hereafter arising and whether written or oral, are hereby limited so that in no contingency, whether by reason of acceleration of the maturity of any of the Obligations or otherwise, shall the interest contracted for, charged or received by the Lenders exceed the maximum amount permissible under Applicable Law. If, from any circumstance whatsoever, interest would otherwise be payable to the Lenders in excess of the maximum lawful amount, the interest payable to the Lenders shall be reduced to the maximum amount permitted under Applicable Law; and if from any circumstance the Lenders shall ever receive anything of value deemed interest by Applicable Law in excess of the maximum lawful amount, an amount equal to any excessive interest shall be applied to the reduction of the principal balance of the Obligations of the undersigned Maker and to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of the Obligations of the undersigned Maker, such excess shall be refunded to the undersigned Maker. All interest paid or agreed to be paid to the Lenders shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread throughout the full period until payment in full of the principal of the Obligations of the undersigned Maker (including the period of any renewal or extension thereof) so that the interest thereon for such full period shall not exceed the maximum amount permitted by Applicable Law. This paragraph shall control all agreements between the undersigned Maker and the Lenders and the Agent. In case an Event of Default shall occur, the entire principal amount of this Note may become or be declared due and payable in the manner and with the effect provided in said Credit Agreement. This Note shall, pursuant to New York General Obligations Law Section 5-1401, be governed by the laws of the State of New York. The undersigned Maker and all guarantors and endorsers hereby waive presentment, demand, notice, protest, notice of intention to accelerate the indebtedness evidenced hereby, notice of acceleration of the indebtedness evidenced hereby and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Note, except as specifically otherwise provided in the Credit Agreement, and assent to extensions of time of payment or forbearance or other indulgence without notice. This Note, together with other Amended and Restated Revolving Credit Notes as of even date herewith, is delivered in amendment and restatement of the “Revolving Credit Notes” as such term is defined in the Existing Credit Agreement. This Note is not intended to, nor shall it be construed to, constitute a novation of the indebtedness due under the Credit Agreement or the obligations evidenced therebyAssignee”).