Common use of Amendment to Section 9.1 Clause in Contracts

Amendment to Section 9.1. The final paragraph of Section 9.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: Without limiting the generality of Section 2.10(b), and notwithstanding anything to the contrary in this Agreement or any Loan Document, it is understood and agreed that if the Obligations are accelerated hereunder pursuant to this Section 9.1, the Fifth Amendment Fee will be determined as of the date of acceleration, will also be due and payable and will be treated and deemed as though the applicable Loans were prepaid and the applicable Commitments were terminated as of such date and shall constitute part of the Obligations for all purposes herein. The Fifth Amendment Fee shall also be payable in the event the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. THE LOAN PARTIES EXPRESSLY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FIFTH AMENDMENT FEE IN CONNECTION WITH ANY SUCH ACCELERATION. The Loan Parties expressly agree that (i) the Fifth Amendment Fee is reasonable and is the product of an arm’s length transaction between sophisticated business people, ably represented by counsel, (ii) the Fifth Amendment Fee shall be payable notwithstanding the then prevailing market rates at the time payment is made, (iii) there has been a course of conduct between Lenders and the Loan Parties giving specific consideration in this transaction for such agreement to pay the Fifth Amendment Fee, (iv) the Loan Parties shall be estopped hereafter from claiming differently than as agreed to in this Section 9.1, (v) their agreement to pay the Fifth Amendment Fee is a material inducement to the Lenders to make the Loans and to provide the waivers set forth in the Fifth Amendment, and (vi) (A) the Fifth Amendment Fee represents a good faith, reasonable estimate and calculation of the lost profits and damages of the Lenders, (B) it would be impractical and extremely difficult to ascertain the actual amount of damages to the Lenders or profits lost by the Lenders as a result of such payment or prepayment and (C) the Fifth Amendment Fee represents liquidated damages and compensation for the costs of providing the waivers set forth in the Fifth Amendment and making Loans and providing waivers pursuant to that certain Limited Waiver and Third Amendment to Credit Agreement dated as of May 10, 2017, that certain Limited Waiver and Fourth Amendment to Credit Agreement dated as of July 21, 2017 and other agreements entered into by the Loan Parties and the Required Lenders.

Amendment to Section 9.1. The final paragraph of Section 9.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: Without limiting the generality of Section 2.10(b), and notwithstanding anything to the contrary in this Agreement or any Loan Document, it is understood and agreed that if the Obligations are accelerated hereunder pursuant to this Section 9.1, the Fifth Amendment Fee and Seventh Amendment Fee will be determined as of the date of acceleration, will also be due and payable and will be treated and deemed as though the applicable Loans were prepaid and the applicable Commitments were terminated as of such date and shall constitute part of the Obligations for all purposes herein. The Fifth Amendment Fee and Seventh Amendment Fee shall also be payable in the event the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. THE LOAN PARTIES EXPRESSLY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FIFTH AMENDMENT FEE OR SEVENTH AMENDMENT FEE IN CONNECTION WITH ANY SUCH ACCELERATION, SATISFACTION OR RELEASE. The Loan Parties expressly agree that (i) the Fifth Amendment Fee is and Seventh Amendment Fee are reasonable and is are the product of an arm’s length transaction between sophisticated business people, ably represented by counsel, (ii) the Fifth Amendment Fee and Seventh Amendment Fee shall be payable notwithstanding the then prevailing market rates at the time payment is made, (iii) there has been a course of conduct between Lenders and the Loan Parties giving specific consideration in this transaction for such agreement to pay the Fifth Amendment Fee and Seventh Amendment Fee, (iv) the Loan Parties shall be estopped hereafter from claiming differently than as agreed to in this Section 9.1, (v) their the Loan Parties’ agreement to pay the Fifth Amendment Fee and Seventh Amendment Fee is a material inducement to the Lenders to make the Loans and to provide the waivers set forth in the Fifth Amendment and Seventh Amendment, and (vi) (A) the Fifth Amendment Fee represents a and Seventh Amendment Fee represent good faith, reasonable estimate estimates and calculation calculations of the lost profits and damages of the Lenders, (B) it would be impractical and extremely difficult to ascertain the actual amount of damages to the Lenders or profits lost by the Lenders as a result of such payment or prepayment and (C) the Fifth Amendment Fee represents and Seventh Amendment Fee represent liquidated damages and compensation for the costs of providing the waivers set forth in the Fifth Amendment and Seventh Amendment and making Loans and providing waivers pursuant to that certain Limited Waiver and Third Amendment to Credit Agreement dated as of May 10, 2017, that certain Limited Waiver and Fourth Amendment to Credit Agreement dated as of July 21, 2017, that certain Limited Waiver and Fifth Amendment to Credit Agreement dated as of August 31, 2017, that certain Limited Waiver and Sixth Amendment to Credit Agreement dated as of September 29, 2017, that certain Limited Waiver, Consent and Seventh Amendment to Credit Agreement dated as of October 25, 2017 and other agreements entered into by the Loan Parties and the Required Lenders.

Amendment to Section 9.1. The final paragraph of Section 9.1 of the Credit Agreement is hereby amended and restated in its entirety by adding the following new paragraph to read as follows: the end of such Section. Without limiting the generality of Section Sections 2.4(g) and 2.10(b), and notwithstanding anything to the contrary in this Agreement or any Loan Document, it is understood and agreed that if the Obligations are accelerated hereunder pursuant to this Section 9.1, the Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee will be Fee, if any, determined as of the date of acceleration, will also be due and payable and will be treated and deemed as though the applicable Loans were prepaid and the applicable Commitments were terminated as of such date and shall constitute part of the Obligations for all purposes herein. The Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee Fee, if any, shall also be payable in the event the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. THE LOAN PARTIES EXPRESSLY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FIFTH FOREGOING MAKE-WHOLE PREMIUM, CALL PREMIUM OR SECOND AMENDMENT FEE IN CONNECTION WITH ANY SUCH ACCELERATION. The Loan Parties expressly agree that (i) the Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee is are reasonable and is are the product of an arm’s length transaction between sophisticated business people, ably represented by counsel, (ii) the Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee shall be payable notwithstanding the then prevailing market rates at the time payment is made, (iii) there has been a course of conduct between Lenders and the Loan Parties giving specific consideration in this transaction for such agreement to pay the Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee, (iv) the Loan Parties shall be estopped hereafter from claiming differently than as agreed to in this Section 9.1, (v) their agreement to pay the Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee is a material inducement to the Lenders to make the Loans and to provide the waivers set forth in the Fifth AmendmentLoans, and (vi) (A) the Fifth Make-Whole Premium, the Call Premium and the Second Amendment Fee represents represent a good faith, reasonable estimate and calculation of the lost profits and or damages of the Lenders, (B) it would be impractical and extremely difficult to ascertain the actual amount of damages to the Lenders or profits lost by the Lenders as a result of such payment or prepayment and (C) the Fifth such Make-Whole Premium, the Call Premium and the Second Amendment Fee represents represent liquidated damages and compensation for the costs of providing the waivers set forth in the Fifth Amendment and making Loans and providing waivers pursuant to that certain Limited Waiver and Third Amendment to Credit Agreement dated as of May 10, 2017, that certain Limited Waiver and Fourth Amendment to Credit Agreement dated as of July 21, 2017 and other agreements entered into by the Loan Parties and the Required Lendersfunds available hereunder.

Amendment to Section 9.1. The final paragraph of Section 9.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: Without limiting the generality of Section 2.10(b), and notwithstanding anything to the contrary in this Agreement or any Loan Document, it is understood and agreed that if the Obligations are accelerated hereunder pursuant to this Section 9.1, the Fifth Fourth Amendment Fee will be determined as of the date of acceleration, will also be due and payable and will be treated and deemed as though the applicable Loans were prepaid and the applicable Commitments were terminated as of such date and shall constitute part of the Obligations for all purposes herein. The Fifth Fourth Amendment Fee shall also be payable in the event the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. THE LOAN PARTIES EXPRESSLY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FIFTH FOURTH AMENDMENT FEE IN CONNECTION WITH ANY SUCH ACCELERATION. The Loan Parties expressly agree that (i) the Fifth Fourth Amendment Fee is reasonable and is the product of an arm’s length transaction between sophisticated business people, ably represented by counsel, (ii) the Fifth Fourth Amendment Fee shall be payable notwithstanding the then prevailing market rates at the time payment is made, (iii) there has been a course of conduct between Lenders and the Loan Parties giving specific consideration in this transaction for such agreement to pay the Fifth Fourth Amendment Fee, (iv) the Loan Parties shall be estopped hereafter from claiming differently than as agreed to in this Section 9.1, (v) their agreement to pay the Fifth Fourth Amendment Fee is a material inducement to the Lenders to make the Loans and to provide the waivers set forth in the Fifth Fourth Amendment, and (vi) (A) the Fifth Fourth Amendment Fee represents a good faith, reasonable estimate and calculation of the lost profits and damages of the Lenders, (B) it would be impractical and extremely difficult to ascertain the actual amount of damages to the Lenders or profits lost by the Lenders as a result of such payment or prepayment and (C) the Fifth Fourth Amendment Fee represents liquidated damages and compensation for the costs of making funds available hereunder and providing the waivers set forth in the Fifth Amendment and making Loans and providing waivers pursuant to that certain Limited Waiver and Third Amendment to Credit Agreement dated as of May 10, 2017, that certain Limited Waiver and Fourth Amendment to Credit Agreement dated as of July 21, 2017 and other agreements entered into by the Loan Parties and the Required LendersAmendment.